Mr. Michael Rowley reports

STILLWATER CRITICAL MINERALS ENTERS LETTER OF INTENT TO SELL THE DUKE ISLAND CU-NI-PGE PROJECT IN ALASKA TO GRANITE CREEK COPPER

Stillwater Critical Minerals Corp. has entered into a letter of intent (LOI) with the objective of signing a definitive agreement whereby fellow Metallic Group of Companies member Granite Creek Copper will acquire a 90-per-cent interest in the Duke Island copper-nickel-platinum-palladium (Cu-Ni-PGE) project through a non-arm's-length, all-share transaction.

Stillwater president and chief executive officer Michael Rowley stated: "We are very pleased to enter this agreement with Granite Creek and look forward to both supporting, and benefiting from, its progress in advancing Duke Island's demonstrated nickel, copper and platinum group element mineralization in addition to its carbon sequestration and geologic hydrogen generation potential. Our strong relationship with Dr. Greeshma Gadikota and the Cornell University team has expanded to now include Granite Creek and together they are well positioned to advance the project in the nascent field of geologic hydrogen while giving Stillwater additional exposure to North American critical minerals. The company remains focused on its flagship Stillwater West project in Montana's iconic Stillwater mining district, including the previously announced carbon sequestration and geologic hydrogen studies, with the vision of becoming a cornerstone of the US' critical mineral supply chain."

About Duke Island

Duke Island enjoys excellent proximity to infrastructure, being approximately 52 kilometres (km) southeast of Ketchikan and 90 km northwest of Prince Rupert, B.C. Located within the Alexander platinum belt, the project consists of 31 unpatented claims that control a core area of Cu-Ni-PGE sulphide mineralization discovered by previous companies. While several prospective zones have been discovered based on geologic mapping, surface geochemistry, surface and airborne geophysics, only one of these zones has been tested to date with 3,434 metres (m) of drilling in 16 holes. None of the holes are thought to have penetrated the prospective basal contact of the intrusion where the highest grades of Cu-Ni-PGE sulphide mineralization are inferred to occur.

Terms of the letter of intent

The LOI, signed Oct. 23, 2024, outlines the proposed terms of the definitive agreement. Under the LOI, Granite Creek will acquire a 90-per-cent interest in the Duke Island project, subject to a 1-per-cent net smelter royalty (NSR), under the following terms:

• Issuance of share units to Stillwater with a deemed aggregate value of $150,000 over a three-year period subject to regulatory share pricing minimums;
• Units to consist of a share and a partial or full warrant with final warrant terms yet to be determined;
• Minimum work commitment of $500,000 over three years;
• 1-per-cent NSR royalty to Stillwater with buydown to 0.5 per cent for $1-million;
• The agreement will provide for the formation of a joint venture based on the then legal and beneficial ownership levels in Duke Island;
• The agreement is subject to final approval by the TSX Venture Exchange.

Although the company is confident in its ability to complete the transaction it cautions that the final terms of the transaction are subject to change.

The proposed transaction is non-arm's-length due to Granite Creek and Stillwater having a common director in Michael Rowley.

About Stillwater Critical Minerals Corp.

Stillwater Critical Minerals is a mineral exploration company focused on its flagship Stillwater West project in the iconic and famously productive Stillwater mining district in Montana, United States. With the addition of two renowned Bushveld and Platreef geologists to the team and strategic investments by Glencore PLC, the company is well positioned to advance the next phase of large-scale critical mineral supply from this world-class American district, building on past production of nickel, copper and chromium, and the continuing production of platinum group, nickel and other metals by neighbouring Sibanye-Stillwater. An expanded National Instrument 43-101 mineral resource estimate, released January, 2023, positions Stillwater West with the largest nickel resource in an active U.S. mining district as part of a compelling suite of nine minerals now listed as critical in the United States.

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