Mr. Corey Dias reports
ANFIELD ENERGY AMENDS CREDIT FACILITY WITH EXTRACT
Anfield Energy Inc. has entered into an amending and consent agreement with Extract Advisors LLC to amend the terms of an existing credit facility (see the company's news releases dated Oct. 6, 2023, April 17, 2024, and March 18, 2025) with Extract as agent of the credit facility. Pursuant to the amending agreement, Extract consented to the company's proposed acquisition of all of the issued and outstanding securities of BRS Inc. (see the company's news release dated Dec. 18, 2025).
In consideration for the consent, the company has agreed to issue 50,000 bonus common shares and 500,000 bonus common share purchase warrants to Extract, with each such bonus warrant entitling the holder thereof to acquire one common share of the company at an exercise price of $12.50 per share until Sept. 26, 2028. The issuance of the bonus shares and bonus warrants is made in accordance with TSX Venture Exchange Policy 5.1 (Loans, Loan Bonuses, Finder's Fees and Commissions). For so long as the credit facility remains outstanding, all proceeds from the exercise of the bonus warrants by the lender shall be used to repay the principal amount of the credit facility. The consent is conditional upon the company's issuance of the bonus shares and bonus warrants to Extract. The issuance of the bonus shares and bonus warrants is subject to the approval of the TSX Venture Exchange.
Extract and its joint actor, Extract Capital Master Fund Ltd., are insiders of the company. The transactions contemplated by the amending agreement, including the issuance of the bonus warrants and bonus shares, constitute related-party transactions under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The board of directors of the company has determined that the transactions contemplated by the amending agreement, including the issuance of the bonus shares and bonus warrants, will be exempt from the formal valuation and minority shareholder approval requirements in MI 61-101 in reliance on the exemptions set forth in sections 5.5(a) and 5.7(1)(a) of MI 61-101, and, in connection therewith, the directors have determined that at the time the amending agreement was agreed to, neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involves interested parties, exceeds 25 per cent of the company's market capitalization.
About Anfield Energy Inc.
Anfield is a uranium and vanadium development company that is committed to becoming a top-tier energy-related fuel supplier by creating value through sustainable, efficient growth in its assets. Anfield is a publicly traded corporation listed on Nasdaq (AEC-Q), the TSX Venture Exchange (AEC-V) and the Frankfurt Stock Exchange (0AD).
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