Mr. Edward Yew reports

HIGHLAND CRITICAL MINERALS CORP. AND HIGHLAND RED LAKE GOLD CORP. ANNOUNCE COMPLETION OF PLAN OF ARRANGEMENT

Highland Critical Minerals Corp. and Highland Red Lake Gold Corp. have closed the previously announced distribution of a portion of Highland Critical's holdings of Class A common voting shares without par value of Highland Red Lake and share purchase warrants, exercisable to acquire Highland Red Lake shares at a price of 15 cents per share for a period of five years from the date of issuance, to securityholders of Highland Critical through a statutory plan of arrangement under Section 288 of the Business Corporations Act (British Columbia), pursuant to an arrangement agreement dated Aug. 19, 2025.

Pursuant to the plan of arrangement, Highland Critical amended its articles: (i) to reclassify the Class A common shares as prearrangement common shares; and (ii) create a new class of shares with terms and restrictions identical to those of the Highland Critical common shares.

The distribution record date for the plan of arrangement was Aug. 26, 2025. On Dec. 8, 2025, being the effective date for the plan of arrangement, the following occurred:

1. Each holder of prearrangement common shares as of the distribution record date received 0.5 of a Highland Red Lake share and 0.5 of a Highland Red Lake warrant for each prearrangement common share held.
2. Each holder of restricted share units (RSUs) in the capital of Highland Critical outstanding as of the distribution record date received an RSU in the capital of Highland Red Lake, each entitling the holder thereof to acquire 0.5 of a Highland Red Lake share and 0.5 of a Highland Red Lake warrant for each Highland Critical RSU held. Additionally, the Highland Critical RSUs outstanding as of the distribution record date that had not been exchanged for the underlying prearrangement common shares prior to the effective date may now receive Class A common shares pursuant to the terms and vesting conditions of the Highland Critical RSUs.
3. Each share purchase warrant of Highland Critical, exercisable to acquire Highland Critical common shares outstanding as of the distribution record date that was not exercised for the prearrangement common shares prior to the effective date, was amended such that the Highland Critical warrants may be exercised to receive: (a) one Class A common share for each prearrangement common share that was issuable upon exercise of the Highland Critical warrant; and (b) 0.5 of a Highland Red Lake share and 0.5 of Highland Red Lake warrant for each prearrangement common share that was issuable upon exercise of the Highland Critical warrant. Additionally, Highland Critical warrants outstanding as of the distribution record date that were exercised for the prearrangement common shares prior to the effective date received 0.5 of a Highland Red Lake share and 0.5 of a Highland Red Lake warrant in respect of each Highland Critical warrant so held.

An aggregate of 15,635,416 Highland Red Lake shares and 15,635,416 Highland Red Lake warrants were distributed to the Highland Critical securityholders, and an aggregate of 4,885,416 Highland Red Lake shares were retained by Highland Critical. Of those 4,885,416 Highland Red Lake shares, 2.75 million Highland Red Lake shares represent payment of an advisory fee by Highland Red Lake to Highland Critical.

On the effective date, each prearrangement common share outstanding was exchanged for one Class A common share and the prearrangement common shares were cancelled in accordance with the plan of arrangement. The new Cusip number and a new ISIN for the Class A common shares following the completion of the plan of arrangement are 429935 10 9 and CA 429935 10 9 4, respectively. The Highland Red Lake shares distributed pursuant to the plan of arrangement have the Cusip No. 43074E 10 0 and ISIN CA 43074E 10 0 7. The Highland Red Lake warrants distributed pursuant to the plan of arrangement have the Cusip No. 43074E 11 8 and ISIN CA 43074E 11 8 9.

Following completion of the plan of arrangement, Highland Red Lake has securities issued and outstanding, as detailed in the attached table.

Further details concerning the share exchange are set forth in the management information circular of Highland Critical dated Oct. 27, 2025, and the arrangement agreement, each of which is available under Highland Critical's profile on SEDAR+.

Early warning disclosure

Highland Critical has filed an early warning report in respect of Highland Red Lake. On the effective date, Highland Critical completed a distribution of 15,635,416 Highland Red Lake shares to Highland Critical securityholders.

This section of the news release discloses the requirements of National Instrument 62-103, The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, in connection with the filing of an early warning report by Highland Critical in respect of Highland Red Lake shares.

As a result of the distribution, Highland Critical's shareholding changed from 20,520,832 Highland Red Lake shares, representing 73.47 per cent of the then outstanding Highland Red Lake shares, to 4,885,416 Highland Red Lake shares, representing 17 per cent of the outstanding Highland Red Lake shares on an undiluted basis.

Highland Critical disposed of the Highland Red Lake shares under the distribution effected by way of the plan of arrangement. For more information, please refer to the circular. In the future, Highland Critical may evaluate its investment in Highland Red Lake from time to time and may, based on such evaluation, market conditions and other circumstances, increase or decrease its shareholdings as circumstances require through market transactions, private agreements or otherwise. A copy of the early warning report being filed by Highland Critical may be obtained on Highland Red Lake's SEDAR+ profile or by contacting Highland Critical's head office at 1 Adelaide St. E, Suite 801, Toronto, Ont., M5C 2V9, Canada.

Property updates

Highland Critical announces the following updates with respect to its Church property, located in the Quetico district of Ontario, Canada, and its Sy property, located in the Yathkyed Lake greenstone belt in Nunavut, Canada, and Highland Red Lake announces the following updates with respect to the mineral claims in the Red Lake gold district of Northern Ontario, Canada.

Highland Red Lake is currently executing an exploration program at the Red Lake claims, focused on prospecting, lidar (light detection and ranging) and magnetic imaging. Highland Critical is currently analyzing the results of its magnetic imaging and lidar results to identify areas for further exploration. These findings are under review with geological consultants to determine the optimal locations for the next phase of work. Highland Red Lake plans to provide an update on exploration plans in the coming weeks.

Highland Critical announces that it has been evaluating its plans to continue exploration activities at the Church property. At this time, no formal decision has been made regarding the expansion or cessation of future exploration activities at the Church property. Highland Critical anticipates making a determination in spring 2026 as to whether any exploration will proceed at the Church property, based on continuing assessments and strategic considerations with geological consultants.

Highland Critical announces that preparations are under way to launch the next phase of exploration at the Sy property in the coming weeks. Highland Critical is currently finalizing contracts with local staff and contractors with respect to its planned exploration activities. Highland Critical will announce planned exploration activities to the market once its primary contracts are secured and exploration plans have been finalized.

About Highland Critical Minerals Corp.

Highland Critical is a mineral exploration and development company. Its activities consist of acquiring and exploring, mining properties to enhance shareholder value as it proceeds with exploration work on the Church property and Sy property, along with other mining properties it may acquire and develop.

About Highland Red Lake Gold Corp.

Highland Red Lake is a junior mining company whose principal focus is the exploration and development of mineral claims in the Red Lake gold district of Northern Ontario, Canada, pursuant to an option agreement.

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