Mr. Harry Barr reports

NEW AGE METALS ANNOUNCES AMENDMENT TO THE GENESIS PROJECT OPTION AND JOINT VENTURE AGREEMENT WITH ROCKPORT CAPITAL CORP.

Further to the news release dated Sept. 2, 2026, New Age Metals Inc. has entered into an amending agreement dated effective Sept. 29, 2026, with Rockport Capital Corp. amending the property option and joint venture agreement dated Sept. 1, 2026, in respect of the company's 100-per-cent-owned Genesis nickel-copper-platinum-group-element property located in south-central Alaska, United States. The transaction remains intended to constitute Rockport's qualifying transaction under Policy 2.4 (Capital Pool Companies) of the TSX Venture Exchange.

The amending agreement revises the terms that apply if Rockport elects not to proceed with the additional earn-in described in the company's news release of Sept. 2, 2026. All other terms of the definitive agreement, including the terms of the initial earn-in, remain unchanged.

Amendment to the terms

As previously announced, following completion of the initial earn-in, Rockport has the right, exercisable by written notice to New Age Metals within 120 days, to elect to enter into a joint venture with New Age Metals and earn an additional 20-per-cent interest in the Genesis project (for an aggregate 70-per-cent interest) by paying New Age Metals a further $10,000, issuing a further 250,000 Rockport shares and financing a further $750,000 of exploration expenditures within 36 months. That election right is unchanged.

Under the definitive agreement as originally executed, those obligations applied whether or not Rockport delivered the election. Pursuant to the amending agreement, if Rockport does not deliver the election within the 120-day period, the parties will form an unincorporated 50/50 joint venture in respect of the property, and no further cash payment, share issuance or exploration expenditure commitment will be required of Rockport. The $10,000 payment, the issuance of 250,000 Rockport shares and the $750,000 expenditure commitment are payable and required only if Rockport delivers the election and proceeds with the additional earn-in.

Accordingly, in the event Rockport does not proceed with the additional earn-in, New Age Metals will not receive the further $10,000 cash payment or the further 250,000 Rockport shares, and Rockport will not be required to finance the further $750,000 of exploration expenditures. New Age Metals will in that circumstance retain a 50-per-cent interest in the Genesis project rather than the 30-per-cent interest it would retain if the additional earn-in were completed.

Terms remaining unchanged

All other terms of the qualifying transaction previously disclosed remain unchanged, including:

• Rockport may earn an initial 50-per-cent interest in the Genesis project by paying New Age Metals $25,000 in cash, issuing one million common shares of Rockport to New Age Metals and financing not less than $250,000 of exploration expenditures on the property within 12 months of closing.
• New Age Metals will remain operator of the project throughout, including at the joint venture stage, receiving an operator service fee of 4 per cent of exploration expenditures until completion of the initial earn-in and 8 per cent of direct program costs at the joint venture stage.
• Expenditures incurred by New Age Metals under the 2026 field program will be reimbursed by Rockport following closing and credited toward Rockport's initial earn-in expenditure commitment.
• The property remains subject to the existing 3-per-cent net smelter return royalty in favour of Anglo Alaska Gold Corp., which encumbers the property as a whole and is unaffected by the qualifying transaction.

The qualifying transaction remains a non-arm's-length qualifying transaction within the meaning of TSX-V policies and a related-party transaction under TSX-V Policy 5.9 and Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions) as certain directors and officers of the company are also directors, officers or shareholders of Rockport. The company has determined that the transaction, as amended, remains exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the property interest being optioned, nor the consideration payable exceeds 25 per cent of the company's market capitalization.

Conditions to completion

Completion of the qualifying transaction remains subject to a number of conditions, including receipt of TSX-V acceptance, approval of the qualifying transaction by a majority of the minority shareholders of Rockport, completion of Rockport's concurrent financing for gross proceeds of not less than $750,000 (and up to $2-million), completion and filing of the final technical report, and the other conditions described in the definitive agreement. There can be no assurance that the qualifying transaction will be completed as proposed or at all.

About New Age Metals Inc.

New Age Metals is a Tier 1 TSX-V junior mineral exploration and development listed issuer incorporated under the laws of the Province of British Columbia which holds a 100-per-cent interest in the Genesis project through its wholly owned Alaskan subsidiary, Pacific North West Capital Corp. USA, subject to a 3-per-cent net smelter royalty in favour of the original vendor. New Age Metals is also a company focused on the discovery, exploration and development of critical green metal projects in North America with three divisions: a platinum group element division, a lithium/rare metals division and an antimony-gold division.

We seek Safe Harbor.