Aurbis Resources Corp. (CSE: AURR) has entered into an arrangement agreement dated November 12, 2026, to spin out its wholly-owned subsidiary Universal Nickel Corp., which holds the Ducros Nickel Project in Québec's Abitibi region. Under the plan, each Aurbis shareholder will receive approximately 0.196 Universal Nickel shares for every Aurbis share held, based on 22,456,606 Aurbis shares and 4,400,000 Universal Nickel shares currently outstanding. The transaction requires approval by at least two-thirds of votes cast at an annual general and special meeting scheduled for December 18, 2026. Investors may be watching the arrangement as it would create two separate exploration-focused entities from the current corporate structure.

Key Points

  • Aurbis Resources Corp. (CSE: AURR) announced an arrangement agreement to spin out Universal Nickel Corp.
  • Shareholders will receive approximately 0.196 Universal Nickel shares per Aurbis share held at the effective time
  • Securityholder vote is scheduled for December 18, 2026; the arrangement is expected to become effective in Q1 2027
  • Investors should watch for the Supreme Court of British Columbia approval and satisfaction of all closing conditions

Spin-Out Structure and Share Distribution for Aurbis Shareholders

Under the statutory plan of arrangement under the Business Corporations Act (British Columbia), each Aurbis share will be redesignated as a Class A common share and exchanged for one new Aurbis share plus the holder's pro rata portion of Universal Nickel shares. The release states that no fractional Universal Nickel shares will be distributed, with any fractional entitlement rounded down to the nearest whole share without compensation. Existing Aurbis warrants and options will remain outstanding and exercisable for new Aurbis shares on the same terms, though warrant and option holders will not receive Universal Nickel shares.

Ducros Nickel Project and Universal Nickel's Standalone Direction

The Ducros Nickel Project comprises 44 contiguous mining claims located approximately 80 kilometres northeast of Val-d'Or, Québec, within the Southern Volcanic Zone of the Abitibi Greenstone Belt. The project hosts nickel-copper-platinum group element mineralisation associated with the ultramafic Fortin Sill. The company notes the project remains at the exploration stage and that no mineral resource or mineral reserve has been estimated. Universal Nickel is expected to become a reporting issuer in British Columbia and Ontario following completion of the arrangement, though its shares are not currently listed on any stock exchange.

Board Recommendation and Approval Conditions for the Arrangement

The Aurbis board of directors unanimously recommends that securityholders vote in favour of the arrangement resolution, having determined the transaction is fair and in the best interests of the company. The board determined a fairness opinion was not required, noting that shareholders' proportionate ownership of Aurbis will be unchanged. All directors and officers who hold Aurbis shares have indicated their intention to vote in favour. In addition to securityholder approval, the arrangement requires interim and final orders from the Supreme Court of British Columbia. The arrangement agreement will terminate if the transaction has not become effective by March 31, 2027.

Aurbis Retained Assets After Universal Nickel Separation

Following completion of the arrangement, Aurbis will hold no interest in Universal Nickel and will continue to advance its retained mineral property portfolio. The release highlights the Ecru Gold Project in Nevada's Battle Mountain-Eureka gold trend as the company's primary retained asset. Aurbis shares will continue to be listed on the Canadian Securities Exchange after the arrangement is completed. The immediate share price impact was not clear from available public information.