American Critical Minerals Secures $2 Million in Private Placement to Advance Green River Drilling Program

Private Placement Details and Allocation of Funds

American Critical Minerals structured the offering as a non-brokered private placement priced at $0.25 per unit, offering up to 8,000,000 units to generate gross proceeds of up to $2,000,000. Each unit comprises one common share and one warrant exercisable at $0.35 per share over three years, granting investors immediate equity and potential future gains through warrant exercise.

The company stated that net proceeds will be allocated to drilling operations at the Green River Project and general working capital needs. Closing the offering is contingent upon obtaining all required regulatory approvals. Securities issued will be subject to a four-month-and-one-day resale restriction period as per applicable securities laws. The company may also pay finders' fees to qualified parties who facilitate subscriber introductions, though specific fee details were not disclosed.

Progress and Timeline for Green River Project Drilling

Dean Pekeski, CEO and President, reported significant progress in preparing for the first well at the Green River Project. Harrison Field Services, Inc. has substantially advanced drill pad construction, with drilling expected to commence in August 2026. Planning and procurement activities are nearly complete, including securing a drill contractor currently operating in the Paradox Basin and ordering casing and tubular supplies.

Pekeski described the private placement as a vital capital infusion to strengthen the company’s balance sheet, provide additional working capital, and cover contingencies during drilling. The August timeline underscores the company’s forward momentum toward operational exploration goals.

Duma Point AP-S-02 Well Target and Historical Context

The initial drilling will target the Duma Point AP-S-02 well site, located within Utah State Permit 51690 issued by the School and Institutional Trust Lands Administration (SITLA). This site was prioritized due to its proximity to the historic Quintana Fed 1-1 well, significant for the company’s exploration strategy.

The Quintana Fed 1-1 well recorded the highest historical grades in the Green River Project area, logging 24.3% eK2O (potassium chloride equivalent) over 5.9 metres. Situated within a flat-lying regional anti-form, this well was identified as a key drill target in the company’s National Instrument 43-101 Technical Report dated February 5, 2026. The company cautions that historical data from previous operators has not been verified by them or a qualified person and advises investors not to rely solely on this information.

Regulatory Compliance and Operational Preparations

American Critical Minerals engaged RESPEC Company, LLC to conduct the 2026 drilling program, as announced on April 23, 2026. The company confirmed it has secured all necessary regulatory approvals, including the Notice of Intent (NOI), Storm Water Pollution Prevention Plan (SWPPP), and bonding, as disclosed on May 26, 2026.

This regulatory compliance ensures adherence to Utah state and federal environmental and operational standards ahead of drilling commencement. While specific permit conditions and bonding details were not provided, the sequence from regulatory approval to contracted drilling services and capital raising reflects a methodical approach toward project execution.

Green River Project Overview and Exploration Scope

Located in Utah’s Paradox Basin, 20 miles northwest of Moab, the Green River Project benefits from logistical advantages including proximity to rail hubs, airports, roads, water sources, towns, and labor markets. The company highlights access to the agricultural and industrial core of the U.S. as potential end-users for potash and lithium products.

American Critical Minerals holds 100% interest in eleven SITLA mineral and mineral salt leases covering approximately 7,050 acres, 1,094 federal lithium brine claims (BLM Placer Claims) covering 21,150 acres, and 11 federal potash prospecting permits covering about 25,480 acres. Collectively, these cover approximately 32,530 acres, enabling exploration for potash, lithium, and related by-products. The company is authorized to drill seven holes across the project, with the current financing supporting the first exploration well.

Exploration Targets and Resource Potential

Exploration targets at Green River include 500 to 950 million tonnes of sylvinite grading 12% to 18% potassium oxide (eK2O) equivalent to 19% to 29% potassium chloride (eKCl) based on electronic logs. Lithium and bromine targets range from 0.6 to 1.7 million tonnes lithium carbonate equivalent grading 91-152 ppm, and 3.3 to 9.1 million tonnes bromine grading 2,647-4,412 ppm.

The company notes these targets are conceptual and that insufficient exploration has been conducted to define mineral resources. While there is reasonable potential, it remains uncertain whether further work will confirm mineral resources under National Instrument 43-101. These targets are intended to guide exploration and should not be considered mineral reserves or resources. Further details are available in the company’s Amended and Restated NI 43-101 Technical Report dated January 27, 2026, accessible on SEDAR+.

Geological Context and Regional Comparisons

The Paradox Basin’s oil and gas production history provides geological data supporting the potential for high-grade potash and lithium deposits. Nearby wells have reported lithium concentrations up to 500 ppm, bromine up to 6,100 ppm, and boron up to 1,260 ppm (Gilbride & Santos, 2012). The company cites nearby potash production and advanced lithium projects as further validation, noting the Paradox Basin as one of the largest lithium brine sources in the U.S.

American Critical Minerals highlights that the largest U.S. potash producer operates the nearby Moab Solution Mine, indicating stratigraphic continuity in the area. Additionally, Anson Resources Ltd. has advanced lithium projects adjacent to the Green River Project, having completed a resource assessment, definitive feasibility study, pilot operations with Koch Technology Solutions, and an offtake agreement with LG Energy Solution. However, the company warns that nearby results may not reflect mineralization on its own properties.

Market Dynamics for Potash and Lithium

The company contextualizes its exploration strategy by noting the U.S. imports over 90% of its potash demand, per the U.S. Geological Survey Mineral Commodity Summaries (January 2025). In November 2025, the Department of Interior added potash to its Critical Minerals list, which already includes lithium. The global potash market is valued at over US$50 billion annually, growing at nearly 5% compound annual growth rate.

Lithium demand exceeds 1 million tonnes annually worldwide and continues to rise rapidly. Although specific demand forecasts, pricing, or market share projections were not detailed, this context underscores the strategic importance of the Green River Project amid growing demand for critical minerals used in energy storage, fertilizers, and industrial applications.

Qualified Person and Technical Disclosure

The technical content of this announcement has been reviewed and approved by Dean Besserer, P.Geo., Chief Operations Officer and qualified person under National Instrument 43-101. This ensures compliance with Canadian securities regulations and provides investor confidence in the technical disclosures.

Investors are encouraged to review the company’s Amended and Restated NI 43-101 Technical Report titled "Green River Potash and Lithium Project, Grand County, USA," dated January 27, 2026, available on SEDAR+. This report offers detailed technical methodologies, assumptions, and exploration target bases, supporting thorough due diligence on the company’s geological and operational plans.