Company Announcements

/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

PERTH, Australia , Feb. 17, 2026 /CNW/ - Nexcel Metals Corp. ("Nexcel" or the "Issuer") (CSE: NEXX) (OTCQB: NXXCF) (FSE:20H): This press release is being disseminated by Wyloo Ring of Fire Ltd. ("Wyloo"), to announce the acquisition of 3,931,094 common shares of Nexcel ("Common Shares") and 6,250,000 non-transferrable Common Share purchase warrants ("Warrants") to purchase Common Shares of Nexcel.

The Common Shares and Warrants were issued by Nexcel in connection with a purchase agreement dated January 30, 2026, as amended on February 4, 2026 entered into between Wyloo and Nexcel whereby Nexcel acquired an additional 42% interest (for a total 71.58% interest) in and to the Burnt Hill Tungsten Project located in New Brunswick.

Each Warrant is exercisable to acquire one Common Share at a price of $0.90 until February 17, 2029 and are subject to a blocker term that prohibits exercise of the Warrants to the extent that Wyloo would, as a result of any exercise, hold more than 19.99% of the issued Common Shares, unless Wyloo receives disinterested shareholder approval in accordance with the policies of the Canadian Securities Exchange.

Prior to the acquisition of the Common Shares and Warrants, Wyloo did not have control over any Common Shares or Warrants of Nexcel. Wyloo now exercises control over 3,931,034 Common Shares and 6,250,000 Warrants to acquire 6,250,000 Common Shares (representing, following exercise of the Warrants, approximately 28.7% of Nexcel's outstanding Common Shares).

The acquisition of securities of Wyloo was made in the ordinary course of business and for investment purposes. Wyloo may acquire or dispose of ownership or control or direction over securities of the Issuer or may enter into derivative or other transactions with respect to such securities.  Any acquisition or disposition may be effected through market transactions, private agreements, subscriptions from treasury or otherwise.

An early warning report will be filed by the Wyloo under applicable securities laws and will be available on the Issuer's SEDAR+ profile at www.sedarplus.ca. A copy of the early warning report may also be obtained by contacting Wyloo at info@wyloo.com. Wyloo's head office is located at Level 8, Tower 3 Capital Square, 1 Spring Street, Perth, WA, 6000.  The Issuer's head office is located 1928 Linden Road, Vancouver, British Columbia, V6M 1E7, Canada.

SOURCE Wyloo Ring of Fire Ltd.