Toronto, Ontario--(Newsfile Corp. - December 1, 2025) - Highland Critical Minerals Corp. (CSE: HLND) (FSE: U8X) ("Highland" or the "Company"), is pleased to announce that it obtained a final order on November 28, 2025 from the Supreme Court of British Columbia (the "Final Order") approving the previously-announced statutory plan of arrangement under section 288 of the Business Corporations Act (British Columbia) (the "Arrangement") pursuant to which the Company will distribute class A common voting shares ("Highland Red Lake Shares") in the capital of its wholly-owned subsidiary Highland Red Lake Gold Corp. ("Highland Red Lake") and share purchase warrants of Highland Red Lake exercisable to acquire Highland Red Lake Shares at a price of $0.15 per share for a period of five years from the date of issuance (the "Highland Red Lake Warrants") to securityholders of the Company.

As previously disclosed in the Company's press release dated November 25, 2025, at an annual general and special meeting of the Highland shareholders, the special resolution to authorize the Arrangement was approved on November 21, 2025. It is currently anticipated that the Arrangement will close on or about December 4, 2025, subject to the satisfaction and/or waiver of all customary conditions precedent set forth in the arrangement agreement dated August 19, 2025 ("Arrangement Agreement").

Further details regarding the Arrangement are described in the Company's press release dated August 20, 2025, and management information circular dated October 27, 2025, and the Arrangement Agreement, each of which is available under the Company's profile on SEDAR+ at www.sedarplus.ca.

ABOUT HIGHLAND CRITICAL MINERALS CORP.

Highland is a mineral exploration and development company. Its activities consist of acquiring and exploring, mining properties to enhance shareholder value as it proceeds with the exploration work on the Church Property among other mining properties it may acquire and develop. For more information, please visit https://highlandcritical.com.

Cautionary Note Regarding Forward-Looking Information

This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. "Forward-looking information" includes, but is not limited to, statements with respect to the completion of the Arrangement; the anticipated timing for completion of the Arrangement; the satisfaction or waiver of the closing conditions set out in the Arrangement Agreement, including receipt of all regulatory approvals; the anticipated closing date; and the satisfaction final approval of the Arrangement Agreement by the Canadian Securities Exchange and other activities, events or developments that the Company or Highland Red Lake. expects or anticipates will or may occur in the future. Generally, but not always, forward-looking information and statements can be identified by the use of words such as "plans", "expects", "intends", "estimates", "intends", "anticipates", or "believes" or the negative connotation thereof or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved" or the negative connotation thereof. Such forward-looking information and statements are based on numerous assumptions, including the ability of the parties to receive, in a timely manner and on satisfactory terms, the necessary regulatory approvals; the ability of the parties to satisfy, in a timely manner, the other conditions to the completion of the Arrangement Agreement, including the anticipated closing date; that general business and economic conditions will not change in a material adverse manner. Although the assumptions made by the Company or Highland Red Lake in providing forward-looking information or making forward-looking statements are considered reasonable by management at the time, there can be no assurance that such assumptions will prove to be accurate. Forward-looking information and statements also involve known and unknown risks and uncertainties and other factors, which may cause actual events or results in future periods to differ materially from any projections of future events or results expressed or implied by such forward-looking information or statements, including, among others: the diversion of management time on Arrangement-related issues; reliance on key management and other personnel; potential downturns in economic conditions; actual, and risks generally associated with the biotechnology or nutritional supplement industry, changes in laws and regulations, community relations and delays in obtaining other approvals. Although the Company and Highland Red Lake have attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information or implied by forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information. The Company or Highland Red Lake undertakes no obligation to update or reissue forward-looking information as a result of new information or events except as required by applicable securities laws.

Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information or implied by forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information. The Company undertakes no obligation to update or reissue forward-looking information as a result of new information or events except as required by applicable securities laws. Additional information relating to the Company, including its long-form prospectus dated May 9, 2025, can be located on SEDAR+ at www.sedarplus.ca. None of the securities to be issued pursuant to the Arrangement have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issuable in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/276427