Vancouver, British Columbia — February 13, 2026 — Leads & Copy — Dolly Varden Silver Corporation (TSXV: DV, NYSE American: DVS) has filed its management information circular dated February 11, 2026, on Sedar+ in connection with the company’s special meeting of shareholders to consider and vote on a special resolution approving the previously announced statutory arrangement with Contango ORE, Inc.
Dolly Varden also announced it obtained an interim order from the Supreme Court of British Columbia on February 11, providing for the calling and holding of the meeting, dissent rights, and other procedural matters.
The meeting will be held in person at the offices of Stikeman Elliott LLP in Vancouver on March 17, 2026, at 10:00 a.m. Vancouver time. Shareholders are urged to vote before the proxy voting deadline of 10:00 a.m. Vancouver time on March 13, 2026.
Pursuant to the arrangement agreement between Dolly Varden, Contango, and 1566004 B.C. Ltd., Contango will acquire all of the issued and outstanding common shares of Dolly Varden. At the effective time of the arrangement, Dolly Varden shareholders will receive 0.1652 of a Contango share of voting common stock for each Dolly Varden share held, unless an eligible Canadian shareholder elects to instead receive 0.1652 of an exchangeable share in a Canadian subsidiary of Contango, subject to election mechanics and deadlines described in the circular.
The arrangement will be implemented via a court-approved plan under the Business Corporations Act (British Columbia) and requires approval of the arrangement resolution by 66 2/3% of the votes cast by Dolly Varden shareholders at the meeting.
The Dolly Varden board of directors recommends that shareholders vote for the arrangement resolution for reasons including the company’s ability to respond to a superior proposal, the opportunity for shareholders to participate in the combined company’s future value, equitable treatment to stakeholders, the likelihood of obtaining required approvals, the absence of a financing condition, expected continuity with certain directors and senior executives, voting support agreements with directors, officers, and large shareholders, and the potential for a tax-deferred rollover election for eligible shareholders.
Voting support agreements have been entered into with all Dolly Varden directors and officers and certain large shareholders, who own approximately 22% of the outstanding company shares. They have agreed to vote in favor of the arrangement, subject to the terms of the agreements.
Shareholders with questions about the circular or needing help voting can contact Dolly Varden’s proxy solicitation agent, Laurel Hill Advisory Group, by phone at 1-877-452-7184 (North America toll-free) or 416-304-0211 (collect calls outside North America), by text message by texting “INFO” to either number, or by email at assistance@laurelhill.com.
Dolly Varden Silver Corporation is a mineral exploration company focused on advancing its 100% held Kitsault Valley Project in British Columbia’s Golden Triangle. The Company has consolidated approximately 100,000Ha of prospective tenure in the Golden Triangle with five past-producing high-grade silver mines including Dolly Varden, Torbrit, Porter Idaho, Mountain Boy and Esperanza historic mines. The Kitsault Valley Project hosts the high-grade silver and gold resources of Dolly Varden and Homestake Ridge along with the past producing Dolly Varden and Torbrit silver mines. It also contains the Big Bulk property which is prospective for porphyry and skarn style copper and gold mineralization.
Source: Dolly Varden Silver Corporation