MONTREAL, Oct. 13, 2026 (GLOBE NEWSWIRE) -- Nordique Critical Metals Inc. (formerly, Consolidated Lithium Metals Inc.) (TSXV: NQC | FRA: J6K | OTCQB: JORFF) (“NQC” or the “Company”) is pleased to announce that it has received final approval from the TSX Venture Exchange (“TSXV”) for its previously announced acquisition of an option to earn, subject to the satisfaction of certain conditions, an undivided interest of up to 80% in the Kwyjibo Rare Earth Project (“Kwyjibo, or the “Project”), located 125 km northeast of the city of Sept-Îles, in the Côte-Nord region of Québec (the “Transaction”). The Transaction terms are set out in a definitive agreement between SOQUEM Inc. (“SOQUEM”), a wholly owned subsidiary of Investissement Québec, and the Company dated November 17, 2025, as amended February 4, 2026 (the “DA”).

Transaction Summary

Phase I – NQC to acquire a 60% undivided interest in Project

Pursuant to the DA, NQC may earn a 60% undivided interest in the Project (the “Phase I Option”) in consideration for payments and issuances of common shares of the Company (“Common Shares”) upon each of the yearly anniversaries of the signature of the DA during the subsequent five-year period. Such payments and Common Share issuances total an aggregate amount of C$23.15m and are allocated as follows (in each case subject to and in accordance with the rules and policies of the TSXV):

  • C$5.65m in cash to SOQUEM;
  • C$5.50m payable to SOQUEM in Common Shares at a price per share equal to the greater of (i) the Discounted Market Price (as such term is defined in the policies of the TSXV) on the day of issuance, and (ii) the most recent closing price of the Common Shares on the TSXV immediately prior to the day of issuance, less a 10% discount; and
  • C$12.00m invested in the Project to advance the following key stages of the Project's development:
    • Negotiation and ratification of an impacts and benefits agreement with the Innu of Takuaikan Uashat mak Mani-utenam;
    • Metallurgical study to confirm environmental viability of extraction and processing of rare earth in the region of the Project;
    • Environmental permitting from the Bureau d’accélération des projets;
    • Initiation of at least a 5,000m drilling campaign for potential expansion of the Project’s resources; and
    • Initiation of a bankable feasibility study to evaluate the technical and economic viability of the Project (the “Feasibility Study”).

Upon satisfaction of these conditions and acquisition by the Company of the initial 60% undivided interest in the Project, NQC and SOQUEM will form a joint venture in respect of the Project to be governed by customary terms and conditions in respect of a joint venture of this nature.

Phase II – NQC to acquire an additional 20% undivided interest in the Project, resulting in an aggregate undivided interest of 80%

Following completion of the Phase I Option described above, NQC may earn an additional 20% undivided interest in the Project (together with the Phase I Option, the “Options” and each, an “Option”) (for a total of 80%) in consideration for payments and issuances of Common Shares upon each of the yearly anniversaries of the signature of the DA during the three-year period following expiry of the period of the Phase I Option. Such payments and Common Share issuances total an aggregate additional amount of C$22.00m and are allocated as follows (in each case subject to and in accordance with the rules and policies of the TSXV):

  • C$4.50m in cash to SOQUEM;
  • C$4.50m payable to SOQUEM in Common Shares at a price per share equal to the greater of (i) the Discounted Market Price (as such term is defined in the policies of the TSXV) on the day of issuance, and (ii) the most recent closing price of the Common Shares on the TSXV immediately prior to the day of issuance, less a 10% discount; and
  • C$13.00m invested in the Project to advance the following Project milestones:
    • Completion of the Feasibility Study;
    • Access road construction;
    • Electrical transmission line construction;
    • Underground mine construction; and
    • Processing facilities construction.

The DA also contemplates the following:

  • NQC shall be entitled to enter into discussions with SOQUEM and Investissement Québec to acquire the remaining 20% interest in the Project (for a total of 100%);
  • failure by NQC to make all or any portion of the above payments and Common Share issuances (“Consideration Shares”) within the deadlines described above and in the DA will result in NQC losing the relevant Option to acquire the relevant undivided interest;
  • the number of Consideration Shares issued to SOQUEM under the Transaction to earn a 60% and an additional 20% undivided interest in the Project is limited to no more than an aggregate of 110,000,000 and 90,000,000 Common Shares, respectively;
  • no Consideration Shares shall be issued to SOQUEM if, as a result of such issuance, SOQUEM’s undiluted holding of NQC’s common shares would represent 10% or more of the issued and outstanding Common Shares, or if SOQUEM would otherwise become an insider of NQC, in which case NQC shall have the right to pay the applicable milestone amount to SOQUEM in cash in lieu of issuing Consideration Shares;
  • SOQUEM undertook not to acquire Common Shares without approval of the TSXV if, as a result of such acquisition, SOQUEM’s undiluted holding of Common Shares would represent 10% or more of the issued and outstanding Common Shares; and
  • no Consideration Shares shall be issued to SOQUEM if the applicable closing price of Common Shares on the TSXV is less than $0.05, in which case NQC will pay the applicable milestone amount to SOQUEM in cash in lieu of issuing Consideration Shares.

In addition, the Company notes that the Project remains subject to a 1.5% net smelter return royalty in favor of Iron Ore Company of Canada.

Throughout Phases I and II described above, NQC will act as Project operator in collaboration with SOQUEM.

The Transaction is an arm’s length transaction for the purposes of the policies of the TSXV and the acquisition of the undivided interest described above remains subject to several conditions including, without limitation, the issuances of Consideration Shares as described above. No finder fees are payable in connection with, and no change of control of the Company is expected to result from, the Transaction. For more information, please see the Company’s press releases dated November 18, 2025, and February 5, 2026, which are available under the Company’s SEDAR+ profile at www.sedarplus.ca.

About the Project

The Project consists of mining claims, applications, leases or other forms of mineral rights hosting an Iron Oxide Copper Gold (IOCG)-style mineral system with significant rare earth enrichment, particularly neodymium (Nd), praseodymium (Pr), dysprosium (Dy), terbium (Tb) and Yttrium(Y).

The Project is located near established infrastructure, including the QNS&L rail line and the Port of Sept-Îles, and the Company believes it can benefit from access to Québec’s hydroelectric power grid.

SOQUEM has conducted extensive exploration, geophysics, and metallurgical test work to date, which the Company believes establishes a strong foundation for the advancement towards completion of the Feasibility Study.

Amendments to Updated PEA

In addition, the Company also announced today that it is providing additional disclosure regarding its previously filed Updated Preliminary Economic Assessment (the “Updated PEA”) for Kwyjibo. As a result of comments received from the TSXV, and as part of its commitment to comprehensive disclosure, the Company has filed an amended technical report supporting the Updated PEA (the “Amended Updated PEA”)_and providing additional detail and clarification.

The Amended Updated PEA provides additional detail and clarification in response to comments received from the TSXV, principally relating to terminology concerning mineralized material, the personal verification procedures performed by the Qualified Persons (“QPs”) and their conclusions, the definition of Inferred Mineral Resources, and the cut-off values and parameters used in the generation of the optimized mining shapes (“MSO”) and optimization of the mine plan.

Clarifications to the Updated PEA

The principal changes incorporated into the Amended Updated PEA are summarized below.

Mineralised Material Terminology

References to “ore” have been replaced with “mineralised material,” where applicable, except in Sections 13 (Ore processing and metallurgical tests) and 17 (Recovery methods) of the Amended Updated Report. Corresponding terminology has also been revised throughout the sections addressing mining, transportation, processing, infrastructure, costs and economic analysis.

The amendments also remove references to increasing “Mineral Reserves” from the recommendations and replace them with references to increasing the quantity of mineralized material, where applicable.

QP Personal Inspections and Data Verification

The Amended Updated PEA adds details of the QPs’ personal inspections and data verification procedures, together with their conclusions on the suitability of the data for the Mineral Resource Estimate and Updated PEA.

Table 2.1 (page 82) and point 7 of the QP certificates (pages 405, 408 and 410) have been revised to identify the specific report sections and data verification responsibilities assigned to each QP.

Inferred Mineral Resources

The definition and disclosure relating to Inferred Mineral Resources have been clarified to incorporate the applicable CIM language.

The Inferred Mineral Resource definition in note 3 of Tables 1.4 (page 53), 14.11 (page 199) and 14.12 (page 200) has been replaced with CIM-aligned definition.

Cut-Off Values and Mine Plan Optimization

Additional disclosure has been provided to distinguish the different economic values used in the Mineral Resource Estimate and mine planning process.

The amended report clarifies that the $471 per tonne cut-off value for mineralised material includes mining costs, concentrator and hydrometallurgical processing costs and general and administrative costs, while the $386 per tonne marginal cut-off value excludes mining costs.

The report further clarifies that the optimized mining shapes (MSO) were generated using Deswik and that an increased economic value of $1,250 per tonne was used in generating the MSO for the mine plan.

The Mineral Resources within the optimized mining shapes were subsequently estimated using the $386 per tonne marginal cut-off value, based on a 74.5% recovery rate and a rare earth oxide selling price of CA $67.73/kg TREO

(Total Rare Earth Oxides).

The Amended Updated PEA also provides additional disclosure regarding the economic value assigned to individual mineralised blocks and adds a new table presenting the MSO parameters used to generate the optimized mining shapes.

Amended Technical Report

The Amended Updated PEA has been prepared to provide the additional disclosure and clarifications described above in response to the TSXV comments.

Updated PEA Summary

The Updated PEA (August 2026), was prepared by DRA Americas Inc, a 100% owned subsidiary of DRA Limited (“DRA”), covers the mining and milling of rare earth element-bearing (REE-bearing) magnetite mineralised material from an underground mine, with a mine life of 10 years and a concentrator located at the Kwyjibo hydrometallurgical complex. The processing includes crushing, grinding, magnetic separation, thickening and filtering of run-of-mine mineralised material. The Total Rare Earth Oxides will be produced at the hydrometallurgical complex.

The hydrometallurgical processing plant is designed to transform REE concentrate into five separate refined Rare Earth Oxide products for an annual production rate of 10,000t of TREO. The hydrometallurgical process leaches the concentrate in three steps using solid conversion and is completed by a multi-stage solvent extraction process to produce five REO products: Dy oxide, Tb oxide, Nd oxide, Pr oxide, Y oxide and a mix of the remaining REO.

The Updated PEA was filed on the Company’s SEDAR+ profile at www.sedarplus.ca on August 14, 2026. The Amended Updated PEA (October 2026) has been prepared by DRA Americas Inc. of Montréal, Québec, a 100% owned subsidiary of DRA, and has also been filed on the Company’s SEDAR+ profile at www.sedarplus.ca in accordance with NI 43-101.

Qualified Person

The scientific and technical information contained in this news release has been reviewed for accuracy and approved in compliance with NI 43-101 by the following qualified persons (as such term is defined in NI 43-101):

The technical information in this press release has been reviewed and approved by Mr. Daniel Gagnon, P. Eng. of DRA Americas Inc. who is independent from the Company.

The Mineral Resource Estimate, which forms the basis of the Amended Updated PEA, was prepared by S. Ibrango, P.Geo., PhD, MBA, Sr Geologist for DRA Americas Inc., an “independent qualified person” as defined in NI 43-101.

The technical information on metallurgical test work and hydrometallurgy was reviewed and approved by Mr. Eric Larochelle, P.Eng., President of SMH Process Innovation. Mr. Larochelle is independent from the Company.

The technical content of this news release was reviewed and approved for the Company by Serge Perreault, P.Geo. (00318), Senior Technical Advisor, who is a “qualified person” as defined in NI 43-101.

About Nordique Critical Metals Inc.

Nordique Critical Metals Inc. is a Canadian junior mining exploration company trading under the symbol “NQC” on the TSX Venture Exchange and “J6K” on the Frankfurt Stock Exchange and “JORFF” on the OTCQB® Venture Market. The Company is focused on the exploration and development of critical mineral projects in stable jurisdictions and is committed to advancing the global energy transition through the responsible development of critical mineral supply chains.

About SOQUEM

SOQUEM, a subsidiary of Investissement Québec, is dedicated to exploring, discovering and developing mining properties in Québec. SOQUEM also contributes to maintaining strong local economies. Proud partner and ambassador for the development of Québec’s mineral wealth, SOQUEM relies on innovation, research, and strategic minerals to be well positioned for the future.

About DRA Americas Inc.

DRA Americas Inc. is a 100% owned subsidiary of DRA, a global engineering, project delivery, and operations management group specializing in the mining, minerals, and metals sector. DRA has an extensive track record spanning four decades across a wide range of commodities, including battery elements. DRA provides comprehensive services across the project lifecycle - from concept development and feasibility studies to engineering, procurement, construction management, and ongoing operations and maintenance. With offices across key mining regions including North and South America, Africa, the Middle East, and Asia-Pacific, DRA delivers tailored solutions to meet the unique needs of its clients. In the Americas, DRA has been instrumental in delivering numerous successful mining projects, offering a blend of innovative design and a commitment to environmental sustainability.

Contact

Nordique Critical Metals Inc.
Mr. Richard Quesnel
Chief Executive Officer
Phone: +1 (514) 249-6320
Email: info@nordiquecriticalmetals.com
Website: www.nordiquecriticalmetals.com

Cautionary Statements

This press release contains “forward-looking information” within the meaning of applicable Canadian securities laws. Forward-looking information includes, but is not limited to, statements with respect to: the plans, intentions, beliefs and current expectations of the Company with respect to Kwyjibo with a view to the information contained in the Amended Updated PEA and the Company’s future business activities and operating performance in respect thereof, and the Transaction, the exercise of the Options, the satisfaction of the Options milestones, and other matters related thereto. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and includes information regarding the Company’s estimates, expectations, forecasts and guidance for production, waste material, capital expenditures, cost savings, project economics (including pre-tax IRR) and other information contained in the Amended Updated PEA; as well as references to other possible events, the future price of rare earth oxides, the estimation of mineral reserves and mineral resources, the realization of mineral reserve and mineral resource estimates, the timing and amount of estimated future production, costs of production, capital expenditures, costs and timing of the development of the project and mining and processing activities, requirements for additional capital, government regulation of mining operations, and environmental risks.

Investors are cautioned that forward-looking information is not based on historical facts but instead reflect management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of the Company. This forward-looking information may be affected by risks and uncertainties in the combined business of the Company and market conditions, including (1) there being no significant disruptions affecting the Company’s operations whether due to extreme weather events and other or related natural disasters, labor disruptions, supply disruptions, power disruptions, damage to equipment or otherwise; (2) permitting, development, operations and production for the Kwyjibo being consistent with the Company’s expectations; (3) political and legal developments in Québec being consistent with current expectations; (4) certain price assumptions for rare earth oxides; (5) prices for diesel, electricity and other key supplies being approximately consistent with current levels; (6) the accuracy of the Mineral Resource Estimates; (7) labor and materials costs increasing on a basis consistent with the Company’s current expectations; (8) environmental approvals and community engagement; (9) the Company’s ability to fund earn-in expenditures; regulatory approvals; (10) assumptions about exploration and development risks, environmental and social risks, community and Indigenous relations, general business, economic, competitive, political, social, and market conditions, accidents, labour disputes and shortages; and (10) other risks of the mining industry.. This information is qualified in its entirety by cautionary statements and risk factor disclosure contained in filings made by the Company with the Canadian securities regulators, including the Company’s annual and interim financial statements and related MD&A, filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although the Company has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. The Company does not intend, and do not assume any obligation, to update this forward-looking information except as otherwise required by applicable law.

The Company has included certain non-GAAP financial measures in this press release, such as AISC. These non-GAAP financial measures do not have any standardized meaning. Accordingly, these financial measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with International Financial Reporting Standards (“IFRS”). AISC, as defined by the World Gold Council, is a common financial performance measure in the mining industry but have no standard definition under IFRS. AISC include operating cash costs, net-smelter royalty, corporate costs, sustaining capital expenditure, sustaining exploration expenditure and capitalized stripping costs. Other companies may calculate these measures differently and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.

NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.