New Age Metals Enters Letter of Intent with Rockport Capital for Genesis Project Option

Vancouver, BC — May 6, 2026 — Leads & Copy — New Age Metals Inc. (TSX.V: NAM | OTCQB: NMTLF | FSE: P7J) announced it has entered into a non-binding letter of intent dated May 4, 2026, with Rockport Capital Corp. (RP), a Capital Pool Company (CPC), outlining the principal terms and conditions of a proposed transaction intended to constitute RP’s “Qualifying Transaction.”

Under the letter of intent, the Company and RP have agreed to negotiate and enter into a definitive option agreement, granting RP the right to earn an initial 50% interest in the Company’s Genesis project. The Genesis project is a Ni-Cu-PGE property located in the northeastern Chugach Mountains, 75 road miles north of Valdez, Alaska. The property is located within 3 km of the all-season paved Richardson Highway and a high-capacity electric power line, and consists of 64 contiguous 160-acre claims totaling 10,240 acres and approximately 4,144 hectares.

The proposed transaction is a “Non-Arm’s Length Qualifying Transaction” within the meaning of TSXV policies. It will be subject to RP approval of a majority of the votes cast by disinterested shareholders of RP. The interested directors and officers of the Company will abstain from voting on board matters relating to the proposed transaction.

The proposed transaction constitutes a related party transaction under TSXV Policy 5.9 and Multilateral Instrument 61-101. Certain directors and officers of the Company are also directors, officers, or shareholders of RP. The Company has determined that the transaction is exempt from the formal valuation and minority shareholder approval requirements as neither the fair market value of the Property interest being optioned, nor the consideration payable, exceeds 25% of the Company’s market capitalization.

Under the terms of the LOI, RP will have the right to earn an initial 50% interest in the Property by:

Making cash payment of $25,000 to NAM within 10 days of the closing;
Issuing 1,000,000 common shares to NAM within 10 days of the closing; and
Incurring aggregate exploration expenditures on the Property of not less than $250,000 within 12 months of the closing date of the Proposed Transaction as recommended by the National Instrument 43-101 compliant technical report.

Upon satisfaction of the above obligations, RP will earn an initial 50% interest in the Property, which remains subject to an existing 3% net smelter return (NSR) royalty in favor of the original property vendor.

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

Completion of the proposed transaction is subject to RP completing a number of conditions, including:

Successful completion of TSXV pre-filing conference whereby TSXV has indicated the proposed transaction is acceptable as the Company’s Qualifying Transaction;
Completion of satisfactory due diligence;
Execution of mutually satisfactory Definitive Agreement;
Receipt of all required approvals, including TSXV acceptance and minority shareholder approval;
Satisfaction of TSXV listing and escrow requirements where applicable;
Completion of the Concurrent Financing for minimum proceeds of $750,000;
Completion of a National Instrument 43-101 compliant Technical Report on the Property;
No material adverse change in business or affairs of either RP or NAM;
The Parties having used their good faith efforts to prepare all necessary disclosure and filing documentation in respect of the proposed transaction and receipt of all regulatory approvals.

Rockport Capital Corp. is a Capital Pool Company (CPC) and intends the proposed transaction to constitute its Qualifying Transaction under the policies of the TSXV. As a CPC, the Company has not commenced commercial operations and has no assets other than cash. Except as specifically contemplated in the CPC policies 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 or assets with a view to completing a proposed Qualifying Transaction.

New Age Metals Inc. is a Tier 1 TSXV junior mineral exploration and development listed issuer incorporated under the laws of the Province of British Columbia who holds a 100% interest in the Genesis project through its wholly owned Alaskan subsidiary, Pacific North West Capital Corp. USA, subject to a 3% NSR in favour of the original vendor. NAM is also 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, an Antimony-Gold Division.

Source: New Age Metals Inc.