Mr. Bob Emmott reports

MAXIM POWER CORP. ANNOUNCES THAT IT HAS CLOSED THE SALE OF SUMMIT COAL

Maxim Power Corp. has closed the previously announced sale of 100 per cent of its interest in its wholly owned subsidiaries Summit Coal Limited Partnership and Summit Coal Inc. to Valory Resources Inc. for $14.2-million, consisting of $10.2-million of cash and $4.0-million of equity securities in the form of a 15 per cent interest-bearing note convertible into Valory common shares.

The convertible note matures on April 29, 2027, and is convertible at Maxim's election into common shares of Valory upon a convertible event, being a sale, equity raise or maturity, and converts at a 30-per-cent discount to the corresponding share valuation at the event. Summit was sold with $2.2-million of restricted cash, resulting in net cash proceeds to Maxim of $8.0-million. The convertible note may be redeemed by Valory at any time.

On April 29, 2025, Maxim and Summit entered into an agreement such that Maxim will receive a 3-per-cent royalty on any raw coal volume produced from the coal leases currently owned by Summit, including any volumes from Summit's Mine 14 project. The royalty will be calculated using a premium low-volume hard coking coal benchmark and will be paid in U.S. dollars. The amount and timing of any royalty payments are contingent on the commencement of production, and there is no certainty as to if, or when, production may begin.

Additionally on April 29, 2025, Maxim, through its wholly owned subsidiary Milner Power Inc., entered into a ground lease at the Milner site, with a nominee of Valory, to allow for construction and operation of a coal processing facility. The term of the ground lease is 12 years commencing on April 29, 2025; however, it is subject to automatic termination if the coal processing facility has not been substantially completed within two years. Lease payments to Milner consist of both a prorated annual $2.1-million fixed payment and a variable throughput payment subject to coal being processed through the leased lands. The variable throughput payment has the potential to be substantial if coal is processed through the leased lands at the Milner site; however, at this time, there is no certainty as to if, or when, the coal processing facility construction will be commenced or completed and coal processed. Accordingly, Maxim may not realize the benefits of the variable throughput payment. Both the fixed lease payment and variable throughput payment are adjusted for inflation. The first-year prorated fixed payment of approximately $1.4-million was received by Milner on April 29, 2025. An updated copy of the ground lease with the full terms and conditions will be available on SEDAR+.

About Maxim Power Corp.

Based in Calgary, Alta., Maxim is one of Canada's largest truly independent power producers. Maxim is focused entirely on power projects in Alberta. Its core asset -- the 300-megawatt H.R. Milner plant, M2, in Grande Cache, Alta. -- is a state-of-the-art combined cycle gas-fired power plant that commissioned in fourth quarter 2023. Maxim continues to explore additional development options in Alberta, including its currently permitted gas-fired generation project and the permitting of its wind power generation project. Maxim trades on the Toronto Stock Exchange under the symbol MXG.

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