Mr. Brandon Bonifacio reports

CAVALRY CAPITAL CORP. ANNOUNCES DEFINITIVE AGREEMENT FOR PROPOSED BUSINESS COMBINATION WITH ADVANCED ENERGY FUELS, INC.

Cavalry Capital Corp. has entered into a definitive share exchange agreement dated July 17, 2025, regarding a planned business combination with Advanced Energy Fuels Inc., as previously announced by Cavalry on May 16, 2025. Pursuant to the agreement, Cavalry will acquire all of the outstanding common shares of Advanced Energy and the shareholders of Advanced Energy will receive common shares of Cavalry in exchange for their common shares of Advanced Energy on the basis of one postconsolidation common share of Cavalry for each common share of Advanced Energy. As a result of the transaction, Advanced Energy will become a wholly owned subsidiary of Cavalry. It is expected that, upon completion of the transaction, the combined entity will meet the listing requirements for a Tier 2 mining issuer under the policies of the TSX Venture Exchange. The transaction is intended to constitute the qualifying transaction of Cavalry, as such a term is defined in Policy 2.4, Capital Pool Companies, of the TSX-V.

Subject to the satisfaction or waiver of the conditions set out in the agreement, the following, among other things, are intended to be completed in connection with the transaction:

1. Cavalry will complete a consolidation of its outstanding share capital on the basis of 1.66 preconsolidation Cavalry common shares for each postconsolidation Cavalry common share. After the consolidation, and prior to the completion of the transaction and the issuance of securities under the private placement (as defined below), Cavalry will have approximately 3,893,072 Cavalry common shares, 369,842 stock options and 238,705 warrants outstanding.
2. Cavalry will issue approximately 19,879,938 postconsolidation Cavalry common shares to the former holders of Advanced Energy common shares.
3. Cavalry will complete a private placement of at least 10 million subscription receipts at a price of 25 cents per subscription receipt for gross proceeds of at least $2.5-million. Each subscription receipt will, upon satisfaction of certain escrow release conditions, be converted into one unit, each comprising one postconsolidation Cavalry common share and one-half of one common share purchase warrant. Each Cavalry warrant will be exercisable for a period of 24 months from the escrow release date of the subscription receipts to purchase one postconsolidation Cavalry common share at an exercise price of 35 cents per share. Cavalry and Advanced Energy intend to use the proceeds of the private placement to advance the South Woodie Woodie manganese (SWWM) project located in the Pilbara region, with the intention of completing a prefeasibility study on the SWWM project.
4. Advanced Energy will exercise the option to indirectly acquire a 100-per-cent interest in the SWWM project, with Advanced Energy paying the outstanding cash amount of $450,000 (Australian) to Trek Metals Ltd. and Cavalry issuing to Trek such number of postconsolidation Cavalry common shares that, when added to the two million postconsolidation Cavalry common shares to be issued to Trek as an existing holder of Advanced Energy shares, is equal to not more than 19.9 per cent of the total postconsolidation Cavalry common shares outstanding on a posttransaction basis.
5. The management and board of directors of the resulting issuer will comprise three nominees from Advanced Energy and two nominees from Cavalry.
6. Cavalry will change its name to Advanced Energy Fuels Group Ltd. or such other name as determined by Advanced Energy in compliance with applicable law and as may be acceptable to the TSX-V.

Non-arm's-length parties (as defined in the policies of the TSX-V) of Cavalry do not hold any direct or indirect beneficial interest in Advanced Energy. The transaction is not a non-arm's-length qualifying transaction (as defined in the policies of the TSX-V), and it is not expected that the transaction will be subject to approval by Cavalry's shareholders.

The transaction, consolidation, private placement and name change are subject to the approval of the TSX-V.

No finders' fees are payable in connection with the transaction, other than in connection with the private placement.

See Cavalry's press release dated May 16, 2025, for further information on Advanced Energy.

Cavalry intends to issue a further press release to include a summary of the financial information of Advanced Energy, and details of the proposed principals and insiders of the resulting issuer.

Conditions of the transaction

Completion of the transaction is subject to the satisfaction of customary closing conditions, including, without limitation: (i) receipt of all required approvals and consents relating to the transaction, including, without limitation, required approval of the TSX-V; (ii) completion of the private placement; (iii) completion of the consolidation; (iv) completion of the name change; (v) completion of the SWWM acquisition; (vi) the reconstitution of the board of directors and management of Cavalry; and (vii) the TSX-V's approval for listing the shares of the resulting issuer.

Filing statement

In connection with the transaction and pursuant to the requirements of the TSX-V, Cavalry intends to file on SEDAR+ a filing statement, which will contain details regarding the transaction, Cavalry, Advanced Energy and the resulting issuer.

Sponsorship of transaction

Sponsorship of a qualifying transaction of a capital pool company (as defined in the polices of the exchange) is required by the TSX-V unless exempt in accordance with the policies of the TSX-V. Cavalry intends to apply for such an exemption.

Trading halt

It is anticipated that trading in the common shares of Cavalry will continue to be halted until the completion of the transaction.

About Advanced Energy Fuels Inc.

Advanced Energy Fuels is a battery materials company focused on the extraction and purification of minerals critical for the batteries that power electrification and energy storage. Advanced Energy Fuels has a multiasset portfolio strategically located in Tier 1 jurisdictions with manganese projects in the Pilbara region of Western Australia and fluorspar prospects in New Mexico in the United States. Manganese and fluorspar are essential raw materials to multiple high-growth industries and are designated critical minerals in Australia, the United States and the European Union. The company is focused on securing stable, allied-sourced critical mineral supply chains to reduce dependence of foreign entities of concern. Advanced Energy Fuels has an existing manganese resource base and is advancing a mid-stream processing development program in collaboration with Australia's peak scientific body and leading laboratories in Australia and Asia.

All information in this press release relating to Advanced Energy has been provided by Advanced Energy and is the sole responsibility of Advanced Energy.

We seek Safe Harbor.