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Steadright Critical Minerals Inc (3)
Symbol SCM
Shares Issued 40,019,844
Close 2025-09-25 C$ 0.14
Market Cap C$ 5,602,778
Recent Sedar Documents

Steadright signs definitive deal for TitanBeach project

2025-09-25 18:51 ET - News Release

Mr. Matt Lewis reports

STEADRIGHT SIGNS DEFINITIVE AGREEMENT WITH NSM CAPITAL SARL IN MOROCCO TITANIUM PROJECT

Steadright Critical Minerals Inc. has entered into a definitive purchase agreement among the company, Critical Foundation Metals Inc. (CFM) and NSM Capital Sarl. Steadright, now owns 75 per cent of the promising TitanBeach titanium project and can earn up to 80 per cent by purchasing, from Critical Foundation Metals Inc., an additional 5 per cent.

Steadright is now expanding the preliminary economic assessment (PEA), currently being prepared by ABG Exploration Inc., based out of Quebec, Canada, to incorporate more of the TitanBeach Titanium Beach One exploration licence and is adding another part of a contiguous exploration licensed claim to the PEA .

Recent results (Sept. 16, 2025, news release) from the continuing PEA indicate "heavy mineral" beach sand samples and reveal the existence of potential ilmenite, titanomagnetite, magnetite, leucoxene and rutile bearing sands with Fe2O3 values of up to 79.5 per cent and TiO2 as high as 14.9 per cent. Mineralogical studies in progress will allow for a strong determination of the minerals present. These results underscore the potential for a heavy mineral sands (HMS) deposit with significant economic potential.

The definitive agreement terms that Steadright has completed with NSM Capital shareholder and CFM includes NSM Capital shareholder receiving a 2.5-per-cent net smelter royalty and 3.85 million shares at a price of 14 cents of Steadright Critical Minerals, along with the $350,000 (U.S.) payment already paid. CFM has received 25 per cent of NSM Capital for a value of $122,000 (Canadian) and Steadright will be responsible for the first $1-million (Canadian) of production facility costs and exploration. Steadright can purchase an additional 5 per cent of CFM interest in NSM Capital by paying CFM $1-million (Canadian).

As well as expanding the PEA, Steadright will be applying for a mining permit shortly as a comprehensive plan for mining and environmental protection is almost completed and expected shortly.

Steadright's chief executive officer, Matt Lewis, states: "Steadright Critical Minerals is steadfast in the following of its 'North Star,' the pursuit of a sustainable and rapidly growing business. The purchase of NSM Capital Sarl is huge for us, as is the expanded PEA and fast-coming mine permitting application. We are devoted to our shareholders and to Morocco, an absolutely top-notch country for mining exploration and production. We also are very grateful for the help given by the local and regional governments to our efforts.

Titanium dioxide (TiO2)

Titanium dioxide is classified as a critical and strategic mineral in the United States, Canada and Europe, and a significant amount of the world's other countries. With only a few of the world's suppliers dominating the market, TiO2 is in strong demand.

Related party disclosure related to the transaction

As previously announced on Sept. 16, 2025, the CEO of Steadright holds an approximately 7.45-per-cent indirect interest in CFM through a 33-per-cent ownership in a private entity that owns approximately 22 per cent of the common shares of CFM. In addition, a consultant of the company, is the spouse and parent of the controlling shareholders of CFM. The CFM controlling shareholders own a majority of the common shares in CFM.

The acquisition constitutes a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company is relying on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(a), respectively, on the basis that neither the fair market value of the subject matter of the acquisition, nor the fair market value of the consideration for the acquisition, insofar as it involves related parties, exceeds 25 per cent of the company's market capitalization. The acquisition and agreement were reviewed and approved by the independent directors of the company

Qualified person

Robert Palkovits, PGeo, a consultant to Steadright and who is a qualified person (QP) under the National Instrument 43-101, Standards of Disclosure of Mineral Projects, has reviewed and approved the scientific and technical information in this news release.

About Steadright Critical Minerals Inc.

Steadright is a mineral exploration company established in 2019. Steadright has been focused in 2025 on finding exploration projects that can be brought into production within the critical mineral space. Steadright is focused on near-term production in Morocco. Steadright currently is also renegotiating an option on the RAM property near Port Cartier, Que., within the Cote-Nord region, which is accessible by Route 138. The RAM project is located on an anorthositic complex that is in a highly prospective geological unit and historically been under explored for nickel (Ni), copper (Cu), cobalt (Co) and precious metals.

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