New Age Metals Options Genesis Project

(TheNewswire)

May 6, 2026 – TheNewswire - Vancouver, BC– New Age Metals Inc. (TSX.V: NAM | OTCQB: NMTLF | FSE: P7J)(“NAM” or the “Company”) is pleased to announce that it hasentered into a non-binding letter of intentdated May 4, 2026(the “LOI”) with Rockport Capital Corp. (“RP”), a Capital Pool Company (“CPC”), which sets out the principal terms and conditions of aproposed transaction intended to constitute the RP’s “QualifyingTransaction”

Summary of the ProposedTransaction

Pursuant to the LOI, the Company and RP have agreed tonegotiate and enter into a definitive option agreement (the“DefinitiveAgreement”), pursuant to which RP will begranted the right to earn an initial 50% interest in the Company’sGenesis project (the “Property”) (the “Option”).

The Proposed Transactionis a “Non-Arm’s Length Qualifying Transaction” within themeaning of TSXV policies. Accordingly, the Proposed Transaction willbe subject to RP approval of a majority of the votes cast bydisinterested shareholders of RP. The interested directors andofficers of the Company will abstain from voting on board mattersrelating to the Proposed Transaction, as applicable.

The Proposed Transaction constitutes a related partytransaction under TSXV Policy 5.9 and Multilateral Instrument 61-101 - Protection of Minority Security Holders inSpecial Transactions (“MI 61-101”) ascertain directors and officers, of the Company are also directors,officers, or shareholders of RP. The Company has determined that thetransaction is exempt from the formal valuation and minorityshareholder approval requirements under applicable securities laws asneither the fair market value of the Property interest being optioned,nor the consideration payable, exceeds 25% of the Company’s marketcapitalization.

Further details of the transaction will be disclosed byRP in connection with its proposed qualifying transaction.

Property and Option Terms

The Genesis project is a Ni-Cu-PGE property located inthe northeastern Chugach Mountains, 75 road miles north of the city ofValdez, Alaska. The Property is located within 3 km of the all-seasonpaved Richardson Highway and a high-capacity electric power line. TheProperty consists of 64 contiguous 160-acre claims totalling 10,240acres and approximately 4,144 hectares

Pursuant to the terms of the LOI, RP will have theright to earn an initial 50% interest in the Property directly bysatisfying the following obligations:

• Making cash payment of $25,000 to NAM within 10 days ofthe closing; 

• Issuing 1,000,000 common shares to NAM within 10 daysof the closing; and 

• Incurring aggregate exploration expenditures on theProperty of not less than $250,000 within 12 months of the closingdate of the Proposed Transaction as recommended by the NationalInstrument 43-101 compliant technical report. 

Upon satisfaction of the above obligations, RP willearn an initial 50% interest in the Property. The Property remainssubject to an existing 3% net smelter return (“NSR”) royalty infavour of the original property vendor.

RP shall also have the right to enter into anunincorporated joint venture arrangement with NAM to earn up to anadditional 20% participating interest, for an aggregate total 70%interest in the Property. Such right shall be exercised by providingwritten notice to NAM. Following receipt of such notice, the Partieswill work diligently and in good faith tonegotiate the terms of a joint venture to advance exploration anddevelopment of the Property.

The Company has determined that the ProposedTransaction does not constitute a material change for theCompany.

Conditions to Completion

Completion of the Proposed Transaction is subject to RPcompleting a number of conditions, including, but not limitedto:

i) Successful completion of TSXVpre-filing conference whereby TSXV has indicated the ProposedTransaction is acceptable as the Company’s QualifyingTransaction;

ii) Completion of satisfactorydue diligence;

iii) Execution of mutuallysatisfactory Definitive Agreement;

iv) Receipt of all requiredapprovals, including TSXV acceptance and minority shareholderapproval;

v) Satisfaction of TSXV listingand escrow requirements where applicable;

vi) Completion of the ConcurrentFinancing for minimum proceeds of $750,000;

vii) Completion of a NationalInstrument 43-101 compliant Technical Report on the Property;

viii) No material adverse changein business or affairs of either RP or NAM;

ix) The Parties having used theirgood faith efforts to prepare all necessary disclosure and filingdocumentation in respect of the Proposed Transaction and receipt ofall regulatory approvals;

About Rockport Capital Corp.

Rockport is a Capital Pool Company (“CPC”) and intendsthe Proposed Transaction to constitute its QualifyingTransaction (the “QualifyingTransaction”) under the policies of the TSXV. As aCPC, the Company has not commenced commercial operations and has noassets other than cash. Except as specifically contemplated in the CPCpolicies of the Exchange, until the completion of its Qualifying Transaction, the Company will not carry-on business, other than the identification and evaluation of companies, business orassets with a view to completing a proposed QualifyingTransaction.

About New Age Metals Inc.

New Age Metals Inc. is a Tier 1 TSXV junior mineralexploration and development listed issuer incorporated under the lawsof the Province of British Columbia who holds a 100% interest in theGenesis project through its wholly owned Alaskan subsidiary, PacificNorth West Capital Corp. USA, subject to a 3% NSR in favour of theoriginal vendor. NAM is also a company focused on the discovery,exploration, and development of critical green metal projects in NorthAmerica with three divisions: a Platinum Group Element division, aLithium/Rare Metals division, an Antimony-Gold Division.

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On behalf of the Board ofDirectors

Harry G. Barr

Chairman and CEO

(613-659-2773)

Neither the TSX Venture Exchange norits Regulation Services Provider (as that term is defined in thepolicies of the TSX Venture Exchange) accepts responsibility for theadequacy or accuracy of this release.

Cautionary NoteRegarding Forward Looking Statements: This release contains forward-lookingstatements that involve risks and uncertainties. These statements maydiffer materially from actual future events or results and are basedon current expectations or beliefs. For this purpose, statements ofhistorical fact may be deemed to be forward-looking statements. Inaddition, forward-looking statements include statements in which theCompany uses words such as “continue”, “efforts”,“expect”, “believe”, “anticipate”, “confident”,“intend”, “strategy”, “plan”, “will”, “estimate”,“project”, “goal”, “target”, “prospects”,“optimistic” or similar expressions. These statements by theirnature involve risks and uncertainties, and actual results may differmaterially depending on a variety of important factors, including,among others, the Company’s ability and continuation of efforts totimely and completely make available adequate current publicinformation, additional or different regulatory and legal requirementsand restrictions that may be imposed, and other factors as may bediscussed in the documents filed by the Company on SEDAR(www.sedar.com), including the most recent reports that identifyimportant risk factors that could cause actual results to differ fromthose contained in the forward-looking statements. The Company doesnot undertake any obligation to review or confirm analysts’expectations or estimates or to release publicly any revisions to anyforward-looking statements to reflect events or circumstances afterthe date hereof or to reflect the occurrence of unanticipated events.Investors should not place undue reliance on forward-lookingstatements.

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