February 17, 2026 — Leads & Copy — Arizona Sonoran Copper Company Inc. and Nuton LLC, a Rio Tinto Venture, have agreed to terminate their Option to Joint Venture on the Cactus Project and Nuton’s investor rights agreement with the company, effective immediately.
According to George Ogilvie, President and CEO of Arizona Sonoran Copper Company, the company appreciates Rio Tinto’s endorsement of the Cactus Project through Nuton’s initial investment and shareholding, as well as the constructive joint work under the OTJV to study the potential of deploying Nuton technology at the Cactus Project.
Ogilvie added that it has been a productive relationship, and the company looks forward to continuing engagement and dialogue with a valued shareholder in Nuton-Rio Tinto.
The company anticipates the Feasibility Study and final permit amendments later this year, with a final investment decision contemplated as early as 4Q 2026.
Beyond the pending Feasibility Study mine plan outlining the extraction of oxides and enriched materials, there remains significant upside at the Cactus Project with opportunities to potentially develop the primary sulphide Mineral Resource at depth, as disclosed in the Pre-Feasibility Study Technical Report, and in planned further exploration of the ‘Gap Zone’ and the ‘NE Extension.’
The termination of the OTJV and Nuton investor rights agreement is effective immediately and was completed largely in line with the applicable terms of the OTJV, resulting in payments from the company to Nuton of:
— US$15,000,000 immediately.
— A deferred payment of US$5,000,000 payable on the earlier of the 1-year anniversary of signing of the termination agreement or consummation of a change of control transaction.
— A contingent, deferred cash payment of US$14,957,816 payable only on consummation of a change of control transaction that is publicly announced or subject to a definitive agreement within 24 months of signing of the termination agreement.
In connection with the termination, Nuton will provide the company with all non-interpretative results of (i) completed analyses of Cactus Project ore samples and (ii) any completed ‘Phase 2’ metallurgical testing performed by or on behalf of Nuton under the OTJV before its termination.
Neither the Toronto Stock Exchange nor the regulating authority has approved or disproved the information contained in this press release.
ASCU is a copper exploration and development company with a 100% interest in the brownfield Cactus Project. The Cactus Project contains a large-scale porphyry copper resource, and a recent 2025 PFS proposes a generational open pit copper mine with robust economic returns. The company’s objective is to develop Cactus and become a mid-tier copper producer with low operating costs.
Cactus is a lower-risk copper developer benefitting from a State-led permitting process, in-place infrastructure, highways and rail lines at its doorstep, and onsite permitted water access. The company is led by an executive management team and board with a track record of successful project delivery in North America complemented by global capital markets expertise.
Source: Arizona Sonoran Copper Company Inc.
