Highlights

• Conditional Acceptance of the Proposed Transaction from the TSX Venture Exchange 

• Panorama files Filing Statement on SEDAR+ 

 

Vancouver, BC – August 5, 2026 – TheNewswire - Panorama Capital Corp. (TSX.V: PANO.P) (“Panorama” or the “Company”) and Mogul Mountain Ventures Corporation (“Mogul”), a Nevada-focused gold-silver mineral exploration company, are pleased to announce that, in connection with the previously announced proposed business combination (“Proposed Transaction”), they have received conditional acceptance from the TSX Venture Exchange (“TSXV” or the “Exchange”) and have filed a filing statement dated July 30, 2026 (the “Filing Statement”) on Panorama’s SEDAR+ profile at www.sedarplus.ca.

 

The Proposed Transaction, once complete, is expected to result in the reverse takeover of Panorama (following completion of the Proposed Transaction, the "Resulting Issuer") and will constitute Panorama's Qualifying Transaction, as such term is defined in Exchange Policy 2.4. The Proposed Transaction is expected to close on or about August 19, 2026, following which the Resulting Issuer’s common shares (the “Resulting Issuer Shares”) are expected to begin trading on the TSXV under the new name “Mogul Mountain Ventures Corporation” and under the symbol ‘MOGL’.  

 

Final approval from the TSXV is subject to Mogul and the Resulting Issuer ‎meeting certain customary conditions required by the TSXV.  Panorama will issue a press release once ‎the TSXV confirms the date when the Resulting Issuer Shares are expected to commence trading on the TSXV.

 

Mogul CEO & Director Andy Edelmeier stated, “Receiving conditional acceptance from the TSX Venture Exchange brings us one step closer to executing the strategy we've been building toward over the past several years.  With a strong treasury and multiple high-priority drill targets, we look forward to completing our public listing and commencing our inaugural drill program at the high potential Rays–West Dome Project.”

 

Panorama CEO & Director Carson Sedun stated, “This is an important milestone for Panorama. We are thrilled to have received conditional acceptance from the TSXV for our business combination with Mogul. We are greatly appreciative of the efforts of the TSXV in helping us advance this transaction. We are grateful to all our Panorama shareholders for their continued support, as we look forward to trading on the TSXV as a new mining issuer under the symbol ‘MOGL’ in the coming weeks.”

 

For further details on the Proposed Transaction please refer to  the Filing Statement, which has been posted on Panorama’s profile on SEDAR+ at www.sedarplus.ca , as well as Panorama’s news releases dated January 5, 2026 (here) , March 2, 2026 (here)  and May 28, 2026 (here) .

 

About Panorama Capital Corp.

Panorama is a capital pool company.  Prior to entering into an amalgamation agreement with Mogul with respect to the Proposed Transaction, Panorama did not carry on any active business activity other than reviewing potential transactions that would qualify as its Qualifying Transaction.

 

About Mogul

Mogul is a private gold–silver exploration company focused on advancing high-potential precious metals assets in Nevada’s prolific Walker Lane Trend. Mogul’s flagship asset, the 100%-owned, 5,000+ acre Rays–West Dome Project (the “Project”), is located approximately 12 km north of the historic Tonopah mining district and consolidates multiple brownfield targets featuring historic mine workings, high-grade surface mineralization, and district-scale structural features.  The Project hosts two complementary mineral systems: a structurally controlled orogenic gold–silver system at the Rays target, and an epithermal-style gold–silver system within Tertiary volcanic rocks at West Dome. Supported by extensive geophysical and geochemical datasets, visible gold at surface, and multiple drill-ready targets , Mogul is well positioned for discovery. Mogul is led by an experienced management and technical team with a strong track record in exploration, capital markets, and value creation.

Qualified Person

David Flint, P.Geo., is a Qualified Person, as defined by National Instrument 43-101 – Standards of Disclosure for Mineral Projects, for the Company and is a Technical Advisor to Mogul. He has reviewed and approved the technical information in this news release.

 

Cautionary Note

Investors are cautioned that except as disclosed in the Filing Statement any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon.  The trading in the securities of the Resulting Issuer should be considered highly speculative.  

 

For further information on Panorama, Mogul and the Proposed Transaction, please see the Filing Statement available under the Company’s profile on SEDAR+ at www.sedarplus.ca.

 

ON BEHALF OF MOGUL’S BOARD OF DIRECTORS:

Andy Edelmeier

Co-Founder, CEO & Director

Email:    info@mogulmountain.com

Phone:  (604) 897 8149

www.mogulmountain.com

  

ON BEHALF OF PANORAMA’S BOARD OF DIRECTORS:

Carson Sedun

President, CEO and Director

Email:        csedun@annapurnaadvisors.com

Phone:        (604) 655-0030

 

Cautionary Note Regarding Forward-Looking Information

 

This news release contains “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian securities laws (collectively, “forward-looking information”). Forward-looking information is based on the beliefs, expectations and opinions of management of Panorama and Mogul as of the date of this news release and is subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to differ materially from those expressed or implied by such forward-looking information.

 

Forward-looking information in this news release includes, but is not limited to, statements regarding: the anticipated timing and completion of the Proposed Transaction; the satisfaction or waiver of the remaining conditions to completion of the Proposed Transaction; the issuance and listing of the Resulting Issuer Shares; receipt of final acceptance of the Proposed Transaction from the Exchange; the business, operations and exploration plans of the Resulting Issuer; and the advancement and exploration of Mogul’s mineral properties, including the Rays–West Dome Project.

 

Forward-looking information is often, but not always, identified by words or phrases such as “anticipate,” “believe,” “expect,” “intend,” “estimate,” “forecast,” “plan,” “potential,” “propose,” “project,” “seek,” “should,” “will,” “may,” “could,” “would,” “continue,” “subject to” and similar words and expressions suggesting future outcomes or statements regarding an outlook. Although Panorama and Mogul believe that the expectations reflected in such forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct.

 

Forward-looking information contained in this news release is based on a number of material assumptions, including, without limitation, assumptions that: the parties will satisfy or waive all remaining conditions to completion of the Proposed Transaction within the anticipated timeframe; the Exchange will provide final acceptance of the Proposed Transaction and issue its final bulletin; all closing matters will be completed as anticipated; the Resulting Issuer Shares will commence trading on the Exchange under the symbol “MOGL”; ; the Resulting Issuer will have sufficient financial and other resources to carry out its proposed business and exploration plans; required permits and approvals will be obtained on acceptable terms and within expected timeframes; commodity prices, foreign exchange rates and general economic and capital market conditions will remain reasonably stable; and there will be no material adverse change affecting Panorama, Mogul, the Resulting Issuer or their respective assets and operations.

 

Forward-looking information is subject to numerous risks and uncertainties, including, without limitation: the risk that the remaining conditions to completion of the Proposed Transaction may not be satisfied or waived; the risk that the Exchange may not provide final acceptance of the Proposed Transaction or may require additional conditions or amendments; delays in completing closing steps; delays in the commencement of trading of the Resulting Issuer’s common shares; the possibility that the Proposed Transaction may be completed on terms or within a timeframe different from those currently anticipated, or may not be completed at all; the need for the Resulting Issuer to obtain additional financing in the future and the risk that such financing may not be available on acceptable terms or at all; exploration, permitting, operational, geological, environmental and regulatory risks; uncertainty regarding the results of exploration activities; the speculative nature of mineral exploration and the risk that exploration programs may not result in the discovery of commercially viable mineralization; changes in commodity prices, foreign exchange rates, costs, laws, regulations and government policies; title risks; competition for personnel, equipment and services; project delays, cost overruns and unanticipated costs and expenses; general economic, market and industry conditions; volatility in capital markets and the market price of the Resulting Issuer’s securities; and the other risks described in the Filing Statement and in Panorama’s public disclosure available under its profile on SEDAR+.

 

There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Readers are cautioned not to place undue reliance on forward-looking information. The foregoing list of risks, uncertainties, assumptions and other factors is not exhaustive. The forward-looking information contained in this news release is provided as of the date hereof, and Panorama and Mogul disclaim any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws.

 

This press release is not an offer of the securities for sale in the United States.  The securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an exemption from registration.  This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.

 

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.

  

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES