Mr. Oscar Mendoza reports
KRAIT CRITICAL MINERALS ENTERS DEFINITIVE AGREEMENT TO ACQUIRE PORTFOLIO OF U.S. ANTIMONY PROJECTS AND ANNOUNCES CONCURRENT FINANCING
Krait Critical Minerals Corp. has entered into a securities exchange agreement pursuant to which Krait will acquire all of the issued and outstanding membership interests of Nevada Hills Antimony LLC. Nevada Hills holds contractual rights to acquire the Bales antimony project, and owns certain additional mineral claims and related assets in Okanogan county, Washington. The definitive agreement follows the exclusivity and standstill agreement entered into by Krait and Nevada Hills on May 4, 2026.
Additionally, the company is pleased to announce that it has arranged a non-brokered private placement financing for gross proceeds of up to $1.5-million through the issuance of up to two million common shares at a price of 75 cents per share. No warrants will be included in the offering.
Highlights:
- Immediate exposure to multiple antimony development targets in a past-producing district;
- A historical discovery-post sample of vein material was reported to assay 10.9 per cent antimony;
- Historically mined and sorted material totalling 37.82 tons was reported to assay 14.4 per cent antimony;
- Efficient capital structure allows for minimally dilutive financing and acquisition opportunities.
Completion of the acquisition would provide Krait with ownership of Nevada Hills and, indirectly, Nevada Hills' contractual rights under the Bales MPPA (as defined below) and its interests in the additional mineral claims. Krait will not acquire direct ownership of the eight Bales claims at closing of the definitive agreement. Under the Bales MPPA, those claims are to be conveyed to Nevada Hills only upon payment in full of the purchase price and satisfaction of the other requirements of the Bales MPPA.
Oscar Mendoza, chief executive officer and director of Krait, commented: "Execution of the definitive agreement is an important step in Krait's strategy to add U.S.-based antimony opportunities to its minerals portfolio. The Bales project is supported by historical reports of stibnite mineralization and historical exploration and underground development work. We believe this combination of project acquisition and additional capital positions Krait to continue advancing Goldbar Spider Lake while rapidly evaluating the potential of the new antimony projects using systematic, modern exploration methods."
Bales antimony project
The Bales antimony project is located approximately two miles northeast of Carlton in the Methow Valley of Okanogan county, Washington. Pursuant to the Bales MPPA, Nevada Hills has the right to acquire all of Cannonbridge Capital Corp.'s right, title and interest in eight claims identified as BA 1 through BA 8. Nevada Hills owns nine additional mineral claims contiguous to those claims. Together, the two groups comprise 17 claims reported to cover approximately 310 acres. Claim acreage, boundaries, serial numbers, ownership, good standing and recording particulars remain subject to independent verification.
Historical records describe stibnite and stibiconite mineralization in altered and silicified shear zones hosted by hornblende-quartz diorite and related rocks. The principal reported mineralized zone strikes northeast and dips steeply southeast. Historical work is reported to include surface trenching and underground workings. Krait has not independently verified the reported geology, mineralization or historical work, and the available records are not complete or consistent regarding the extent and timing of the work.
Historical results and work
The following information is historical and has not been independently verified by Krait. The information is being disclosed solely to describe the basis for Krait's proposed evaluation of the properties. The historical results must not be interpreted as current exploration results, a mineral resource or mineral reserve, evidence of economic viability, or a forecast of future performance:
- A historical discovery-post sample of vein material was reported to assay 10.9 per cent antimony.
- A total of 337.82 tons of historically sorted material was reported to assay 14.4 per cent antimony.
- Approximately five tons of lump stibnite was reportedly removed from the discovery trench.
- Historical compilations report approximately 100 tons of mineralized material mined at Bales during 1951 to 1952.
- Historical records for Antimony Bell report a 32-foot shaft, several adits and a shipment of 1,300 pounds of material reported to contain stibnite in 1940.
The sample locations, sample types, widths, sampling methods, sample security, analytical methods, laboratories, detection limits, standards, blanks, duplicates and check-assay procedures are not known or are not adequately documented in the records reviewed by Krait. Krait's qualified person has not independently verified the historical results through field inspection, sampling or analytical work. Sorted material and selected samples may be inherently biased and may not be representative of mineralization across the properties. The reported quantities and grades do not constitute mineral resource or mineral reserve estimates, and must not be used to infer grade, width, continuity, tonnage, recoverability or economic viability. No current mineral resources or mineral reserves have been defined for the Bales antimony project or the Antimony Bell project.
Antimony Bell and other portfolio opportunities
Historical records and supplied maps identify Antimony Bell approximately south of Bales. Krait is reviewing the geological, title and contractual information relating to Antimony Bell as a separate portfolio opportunity. Krait has not approved an exploration program, budget or acquisition decision for Antimony Bell.
Nevada LLC has also brought other mineral opportunities to Krait's attention. Those opportunities are at an evaluation or negotiation stage, as applicable. Krait will not treat them as acquired projects unless and until due diligence is completed, definitive documentation is executed, required approvals are received and the applicable transaction closes. There can be no assurance that Krait will proceed with any additional opportunity.
Krait will continue its independent review of the status and good standing of each claim, chain of title, assignments, property boundaries, access, surface rights, permitting, environmental matters, and the enforceability and performance of the underlying contractual rights.
Definitive agreement
Pursuant to the definitive agreement, Krait will issue 2.5 million shares at a deemed price of 87 cents per share and make a cash payment of $100,000 (U.S.) to the members of the Nevada LLC.
Krait previously paid Nevada Hills a non-refundable exclusivity fee of $25,000 (U.S.) under the exclusivity agreement. That amount will be credited against and constitute partial payment of the $100,000 (U.S.) cash consideration, leaving $75,000 (U.S.) payable at closing.
Upon completion of the transaction contemplated by the definitive agreement, Krait will acquire Nevada LLC and its holdings, including:
- Nevada Hills' rights and obligations under the Bales MPPA;
- Nine additional mineral claims contiguous to the Bales antimony project; and
- Four mineral claims comprising the Antimony Bell project.
Completion remains subject to customary conditions, including completion of required filings with the Canadian Securities Exchange and compliance with applicable Canadian Securities Exchange policies; receipt of required regulatory and third party approvals; the Bales MPPA remaining in full force and effect without an uncured default; receipt of any required notice, consent, approval or waiver from Cannonbridge Capital, as applicable; satisfactory completion of Krait's due diligence and title review; confirmation that the relevant properties are in good standing; accuracy of the parties' representations and warranties; and performance of their respective closing obligations.
Nevada LLC is party to a definitive mineral property purchase agreement with the underlying property owner for the Bales antimony project, effective April 29, 2026. Under the Bales MPPA, Nevada LLC agreed to acquire 100 per cent of the underlying property owner's right, title and interest in eight claims identified as BA 1 through BA 8, together with related maps, data, technical information, records and reports, for an aggregate purchase price of $225,000 (U.S.) and a 2.0-per-cent net smelter return royalty.
Planned evaluation
Subject to completion of the acquisition, satisfactory completion of Krait's legal and technical review and receipt of any required access rights and permits, Krait's proposed evaluation may include:
- Confirming the legal status, location, ownership, chain of title and good standing of the relevant claims and contractual interests;
- Compiling, digitizing and reconciling historical maps, reports, assays, production records and underground development information;
- Assessing access, land management jurisdiction, permitting, environmental, cultural, reclamation and bonding requirements;
- Conducting field reconnaissance, mapping and independent sampling under a documented quality assurance/quality control program, if access and permits allow; and
- Preparing a phased exploration program and budget only if the legal and technical review supports further work.
Offering
The offering will consist of up to two million shares at a price of 75 cents per share for gross proceeds of up to $1.5-million. The company intends to use the net proceeds of the offering for:
- Exploration expenditures, including phase 1 exploration at the company's Goldbar Spider Lake project;
- Subject to completion of the acquisition and satisfactory legal and technical review, reconnaissance, mapping, and sampling at the Bales antimony project and Antimony Bell project;
- General and administrative expenses;
- Marketing program costs;
- Property investigation costs; and
- General working capital.
The company may pay finders' fees in connection with the offering in accordance with applicable securities laws and CSE policies. Completion of the offering is subject to customary closing conditions, including acceptance by the CSE. All securities issued under the offering will be subject to a statutory hold period of four months and one day from the date of issuance.
Completion of the offering is not a condition to completion of the acquisition under the definitive agreement, and completion of the acquisition is not a condition to completion of the offering.
Marketing engagement
The company further announces that it has entered into an agreement with Interactive Offers LLC to enhance investor and market awareness amongst the global investment community, for a period of two weeks for a one-time payment of $20,000 (U.S.). Interactive Offers will provide digital marketing and investor awareness services designed to increase awareness of Krait Critical Minerals and its corporate developments among the investment community. Services will include strategic digital communications and targeted outreach to retail and institutional investor audiences. Interactive Offers has experience supporting small-capitalization and micro-cap public companies through targeted digital awareness campaigns.
Interactive Offers and its principal, Eder Holguin, can be reached by e-mail at Eder@Interactiveoffers.com or by phone at 1-844-563-3377.
Interactive Offers is an arm's-length service provider to the company. To the knowledge of the company, neither Interactive Offers nor its principals own any securities of the company or have any direct or indirect interest in the company, except as may be acquired through ordinary market transactions. Interactive Offers and any subcontractors retained by Interactive Offers will conduct all marketing activities in compliance with applicable Canadian securities laws, including the disclosure requirements of Section 52 of the Securities Act (British Columbia).
Qualified person
The scientific and technical information contained in this news release has been reviewed and approved by J. Garry Clark, PGeo (PGO No. 0245), a director of Krait, a qualified person as defined by National Instrument 43-101.
Mr. Clark has not conducted a personal inspection of the Bales antimony project or the Antimony Bell project, and has not independently verified the historical sampling, analytical, production or shipment information disclosed in this release through fieldwork, resampling or independent laboratory analysis. Mr. Clark's review was limited to the publications, records, maps and databases referenced in this news release. The absence of original sample locations, widths, sampling protocols, assay certificates, laboratory information and QA/QC records limits the reliability of the historical information. The historical information may not be representative of mineralization on the properties. No current mineral resources or mineral reserves have been defined for the Bales antimony project or the Antimony Bell project.
Maps prepared from information supplied by Nevada Hills and publicly available mapping sources. The locations, claim outlines, geology and property boundaries are illustrative, and have not been independently verified by Krait. The depiction of a project, claim, prospect, occurrence or historical mine does not establish Krait's or Nevada Hills' legal title, the validity or boundaries of any claim, continuity of mineralization, or the existence of a current mineral resource or mineral reserve.
About Krait Critical Minerals Corp.
Krait is a Canadian mineral exploration company focused on advancing its Goldbar Spider Lake project in Ontario while evaluating additional mineral opportunities in North America. The company's strategy is to combine disciplined project evaluation, modern exploration technologies and responsible field programs to identify and advance high-quality exploration opportunities with the potential to create long-term shareholder value.
Krait's flagship asset is the Goldbar Spider Lake project in Ontario's Thunder Bay mining division, approximately 20 kilometres east of Terrace Bay and 30 kilometres west-northwest of Marathon. The 3,636-hectare (approximately 8,985-acre) property comprises 148 mining claims and 171 claim units, and Krait has an option to earn a 100-per-cent interest, subject to a 3-per-cent net smelter return royalty. Located within the western Schreiber-Hemlo greenstone belt, the project benefits from year-round access by Highway 17, nearby rail and power infrastructure, and in proximity to established mining communities and service providers.
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