Verde Announces EGM Results, Oby Rare Earths Transaction Record Date, and Cost Reductions

Singapore, Verde AgriTech Ltd. (TSX: “NPK”) (OTCMKTS: “VNPKF”) (“Verde” or the “Company”) held its Extraordinary General Meeting of Shareholders (the “Meeting”) on Friday, December 20, 2024, at 300 Prof. Antônio Aleixo, Lourdes, Belo Horizonte, Minas Gerais, Brazil. The Company is pleased to announce that all resolutions presented to shareholders have been approved. Additionally, Verde has set the Record Date for the distribution of interests in Oby Rare Earths Pty Ltd (“Oby”) to shareholders of the Company, marking a significant milestone in its strategic growth.

Record Date for Oby Rare Earths and Capital Reduction:

The Company established the Record Date for the distribution of interests in Oby for January 27^th, 2025, in compliance with regulatory requirements, ensuring the minimum notice period of five trading days prior to the earliest possible completion date of the share capital reduction process.

The distribution will transition the Man of War project to an independent entity, Oby, enabling greater focus and autonomy for its development. This step allows Verde to focus exclusively on its core fertilizer operations while enabling Oby to focus on rare earth elements and correlated mineralization in the Man of War project. As part of this process, the Company is conducting a share capital reduction, reducing the issued and paid-up share capital of the Company by CD$350,000, taking into account the net book value of the Oby Shares.

As informed in the Management Information Circular (“MIC”) published on November 20^th, 2024[1], there will be a distribution of Verde’s interests in Oby to the shareholders of the Company by way of a capital reduction, in proportion to their respective shareholdings in the Company, on the basis of 1 Oby Share for every 1 ordinary share in the share capital of the Company held by a Shareholder on January 27^th, 2025, disregarding fractional entitlements.

The capital reduction is currently in progress and is expected to be completed between February 3^rd and February 13^th, 2025, subject to the conclusion of all necessary approvals and procedural steps.

The spin-off of Oby will enable the focused development and progress of the Man of War project, which is composed of three targets hosting a maiden mineral resource estimate of 1.35 billion tons, with an average grade of 3,437 ppm Total Rare Earth Oxides (TREO)[2] and 793 ppm Magnet Rare Earth Oxides[3], calculated using a 1,000 ppm TREO cut-off. It presents significant potential and warrants investment for its further development.

In Q1 2025, Oby plans to raise funds aimed primarily at completing a scoping study and advancing environmental impact assessment. Verde shareholders who are accredited investors and interested in participating in this opportunity are encouraged to contact Verde directly at investor@verde.ag.

Cost Reduction

As part of its ongoing commitment to operational excellence, Verde has implemented a robust cost-reduction initiative that is projected to achieve savings of up to R$9.3 million in the coming year. This represents a 15% reduction in manageable costs, including both expenses and operational costs. The reduction has been accomplished through comprehensive renegotiations of supplier contracts, streamlining operations by reducing team size, and eliminating middle management positions. Furthermore, the Company has undertaken a thorough review of its internal processes to identify inefficiencies and implement targeted optimizations.

These measures are designed to enhance productivity, agility, and long-term sustainability, while reducing costs.

“Operational efficiency, coupled with strict and effective management of costs and expenses, is essential to excel in today’s challenging economic environment. At Verde, we will leverage the lessons and performance metrics of the past years to further evolve and achieve productivity excellence at reduced costs”, stated Cristiano Veloso, Founder & CEO of Verde.

Resolution passed at the 2024 Extraordinary General Meeting of Shareholders:

The results were as follows:

About Verde AgriTech

Verde AgriTech is dedicated to advancing sustainable agriculture through the innovation of specialty multi-nutrient potassium fertilizers. Our mission is to increase agricultural productivity, enhance soil health, and significantly contribute to environmental sustainability. Utilizing our unique position in Brazil, we harness proprietary technologies to develop solutions that not only meet the immediate needs of farmers but also address global challenges such as food security and climate change. Our commitment to carbon capture and the production of eco-friendly fertilizers underscores our vision for a future where agriculture contributes positively to the health of our planet.

Cautionary Language and Forward-Looking Statements

All Mineral Reserve and Mineral Resources estimates reported by the Company were estimated in accordance with the Canadian National Instrument 43-101 and the Canadian Institute of Mining, Metallurgy, and Petroleum Definition Standards (May 10, 2014). These standards differ significantly from the requirements of the U.S. Securities and Exchange Commission. Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability.

This document contains “forward-looking information” within the meaning of Canadian securities legislation and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. This information and these statements, referred to herein as “forward-looking statements” are made as of the date of this document. Forward-looking statements relate to future events or future performance and reflect current estimates, predictions, expectations or beliefs regarding future events and include, but are not limited to, statements with respect to:

• the estimated amount and grade of Mineral Resources and Mineral Reserves;
• the estimated amount of CO₂ removal per ton of rock;
• the PFS representing a viable development option for the Project;
• estimates of the capital costs of constructing mine facilities and bringing a mine into production, of sustaining capital and the duration of financing payback periods;
• the estimated amount of future production, both produced and sold;
• timing of disclosure for the PFS and recommendations from the Special Committee;
• the Company’s competitive position in Brazil and demand for potash;
• estimates of operating costs and total costs, net cash flow, net present value and economic returns from an operating mine.
• the expected terms of the debt restructuring;
• the expected financial impact of the debt restructuring to the Company;
• the timeline for court approval of the debt restructuring; and
• the potential arising from the re-assaying of certain core samples.

Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives or future events or performance (often, but not always, using words or phrases such as “expects”, “anticipates”, “plans”, “projects”, “estimates”, “envisages”, “assumes”, “intends”, “strategy”, “goals”, “objectives” or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements.

All forward-looking statements are based on Verde’s or its consultants’ current beliefs as well as various assumptions made by them and information currently available to them. The most significant assumptions are set forth above, but generally these assumptions include, but are not limited to:

• the presence of and continuity of resources and reserves at the Project at estimated grades;
• the estimation of CO₂ removal based on the chemical and mineralogical composition of assumed resources and reserves;
• the geotechnical and metallurgical characteristics of rock conforming to sampled results; including the quantities of water and the quality of the water that must be diverted or treated during mining operations;
• the capacities and durability of various machinery and equipment;
• the availability of personnel, machinery and equipment at estimated prices and within the estimated delivery times;
• currency exchange rates;
• Super Greensand® and K Forte® sales prices, market size and exchange rate assumed;
• appropriate discount rates applied to the cash flows in the economic analysis;
• tax rates and royalty rates applicable to the proposed mining operation;
• the availability of acceptable financing under assumed structure and costs;
• anticipated mining losses and dilution;
• reasonable contingency requirements;
• success in realizing proposed operations;
• receipt of permits and other regulatory approvals on acceptable terms; and
• the fulfilment of environmental assessment commitments and arrangements with local

Although management considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect. Many forward-looking statements are made assuming the correctness of other forward looking statements, such as statements of net present value and internal rates of return, which are based on most of the other forward-looking statements and assumptions herein. The cost information is also prepared using current values, but the time for incurring the costs will be in the future and it is assumed costs will remain stable over the relevant period.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. We caution readers not to place undue reliance on these forward-looking statements as a number of important factors could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates assumptions and intentions expressed in such forward-looking statements. These risk factors may be generally stated as the risk that the assumptions and estimates expressed above do not occur as forecast, but specifically include, without limitation: risks related to the court approval process for the debt restructuring; risks relating to variations in the mineral content within the material identified as Mineral Resources and Mineral Reserves from that predicted; variations in rates of recovery and extraction; the geotechnical characteristics of the rock mined or through which infrastructure is built differing from that predicted, the quantity of water that will need to be diverted or treated during mining operations being different from what is expected to be encountered during mining operations or post closure, or the rate of flow of the water being different; developments in world metals markets; risks relating to fluctuations in the Brazilian Real relative to the Canadian dollar; increases in the estimated capital and operating costs or unanticipated costs; difficulties attracting the necessary work force; increases in financing costs or adverse changes to the terms of available financing, if any; tax rates or royalties being greater than assumed; changes in development or mining plans due to changes in logistical, technical or other factors; changes in project parameters as plans continue to be refined; risks relating to receipt of regulatory approvals; delays in stakeholder negotiations; changes in regulations applying to the development, operation, and closure of mining operations from what currently exists; the effects of competition in the markets in which Verde operates; operational and infrastructure risks and the additional risks described in Verde’s Annual Information Form filed with SEDAR in Canada (available at www.sedar.com) for the year ended December 31, 2023. Verde cautions that the foregoing list of factors that may affect future results is not exhaustive.

When relying on our forward-looking statements to make decisions with respect to Verde, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Verde does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by Verde or on our behalf, except as required by law.

For additional information please contact:

Cristiano Veloso, Chief Executive Officer and Founder

Tel: +55 (31) 3245 0205; Email: investor@verde.ag

www.verde.ag | www.investor.verde.ag

[1] See more: https://investor.verde.ag/wp-content/uploads/2024/11/VAL-2024-Extraordinary-General-Meeting-MIC-Nov-11-DMS-cmts_13-Nov-2024.pdf

[2] Total Rare Earth Oxides (TREO) refers to the sum of the oxides of rare earth elements, which include: Lanthanum Oxide (La₂O₃), Cerium Oxide (CeO₂), Praseodymium Oxide (Pr₆O₁₁), Neodymium Oxide (Nd₂O₃), Samarium Oxide (Sm₂O₃), Europium Oxide (Eu₂O₃), Gadolinium Oxide (Gd₂O₃), Terbium Oxide (Tb₄O₇), Dysprosium Oxide (Dy₂O₃), Holmium Oxide (Ho₂O₃), Erbium Oxide (Er₂O₃), Thulium Oxide (Tm₂O₃), Ytterbium Oxide (Yb₂O₃), Lutetium Oxide (Lu₂O₃), and Yttrium Oxide (Y₂O₃).

[3] Magnetic Rare Earth Oxides (MREO) refers to the sum of the oxides of rare earth elements with magnetic properties, which include: Praseodymium Oxide (Pr₆O₁₁), Neodymium Oxide (Nd₂O₃), Terbium Oxide (Tb₄O₇), and Dysprosium Oxide (Dy₂O₃).

Verde Announces 1.35 Billion Tons of Maiden Mineral Resource Estimate at the Man of War Rare Earths Project

The Resource Estimate Is One of the World’s Largest And Highest Grade Ionic Absorption Clay Projects with TREO Grade of 3,437 ppm and 793 ppm MREO

Singapore. Verde AgriTech Ltd (TSX: “NPK”) (OTCQX: “VNPKF”) (“Verde” or the “Company”) is pleased to announce a maiden mineral resource estimate of 1.35 billion tons at 3,437 ppm of Total Rare Earth Oxides (“TREO”)[1] and with 793 ppm of Magnet Rare Earth Oxides (“MREO”)[2] for the Man of War Rare Earths Project (“Man of War”) in accordance with NI 43-101 standards, the Reasonable Prospects for Eventual Economic Extraction (“RPEE”), calculated with a 1,000 ppm TREO cut-off. This estimate includes three of Man of War’s targets: Nau de Guerra, Bálsamo and Alto da Serra located in São Gotardo, Brazil. The JORC and NI 43-101 compliant resource estimate establishes Man of War as one of the world’s largest rare earths projects.

This comprehensive analysis underpins the robust economic potential of Man of War as a world-class rare earths project.

This is based on 1,50 billion tons in-situ resources with 3,430 ppm of TREO and with 791 ppm of MREO, calculated with a 1,000 ppm TREO cut-off, from three currently studied targets, Alto da Serra, Bálsamo and Nau de Guerra.

The difference between the RPEE resource of 1.35 billion and the in-situ resource of 1.50 billion is attributable to the fact that the former is confined within the optimized mathematical pits generated for the RPEE demonstration.

Below are the highlights of the in-situ resource.

Highlights by Target:

• Nau de Guerra: 120.09 Mt @ 3,628 ppm TREO, with 846 ppm MREO,
• Alto da Serra: 230.21 Mt @ 3,684 ppm TREO, with 875 ppm MREO,
• Balsamo: 1,145.62 Mt @ 3,358 ppm TREO, with 769 ppm MREO,

Man of War presents significant potential and demands substantial investment for its advancement. The spin-off of Oby Rare Earths Pty. Ltd. (“Oby”) will enable the focused development and progress of the project, while Verde continue to concentrate exclusively on its core business. Shareholders will have the opportunity to vote on Oby’s spin-off and the distribution of Oby shares to Verde shareholders at the Special General Meeting scheduled for December 20^th.[3] In Q1 2025, Oby plans to rase funds to advance the development of its world-class Man of War project. Funds raised will primarily be allocated to completing a scoping study and advancing environmental impact assessment. Verde shareholders who are accredited investors and interested in participating in this opportunity are encouraged to contact Verde directly at investor@verde.ag.

“The discovery of such a significant rare earth resource in Brazil has the potential to redefine the global supply chain for critical minerals like praseodymium, neodymium, terbium, and dysprosium. The Man of War Project is poised to become a key contributor to the technologies that drive our modern economy”, celebrated Cristiano Veloso, Verde’s Founder and CEO.

Resource Estimate Summary:

The following table summarizes the in-situ mineral resource estimates at a cut-off grade of 1,000 ppm TREO for each target and the combined total:

The resource estimates were prepared in compliance with the JORC 2012 Edition and NI 43-101 standards, under the supervision of Dr. Volodymyr Myadzel, PhD, MAIG, who acts as the Qualified Person (QP) for this report.

BNA Mining Solutions is responsible for preparing the final report in compliance with NI 43-101 standards, which is expected to be released in approximately 45 days.

Drilling and Sampling:

The exploration campaign employed diamond drilling to ensure the reliability and precision of the resource estimation process. Sampling was conducted at consistent intervals of 1 meter, with drill cores carefully stored in labeled plastic bags containing unique identification tags. These bags were sealed, double-bagged, and systematically recorded in a digital database to maintain traceability.

The drilling campaign, carried out between April and September 2011, used MACH 1200 and DIAKOR II rigs, executed by Rede Engenharia e Sondagens S/A (a subsidiary of SGS) and Isoágua Perfurações Especiais Ltda. Together, these campaigns drilled 3,539.3 meters across the Nau de Guerra (742.95 meters), Alto da Serra (1,313.85 meters), and Balsamo (1,582.5 meters) targets. The core recovery was calculated for each interval, achieving reliable recovery rates that formed the foundation of the geological interpretation and resource modeling. The diamond drill cores enabled bulk density measurements and were carefully preserved for future reference.

During both the historical exploration in 2011 and the ongoing 2024 campaigns, geologists logged core details, including weathering profiles, regolith characteristics, lithology, and petrographic features. Key geotechnical parameters such as Rock Quality Designation (RQD) and degrees of weathering were also recorded. These observations were systematically entered into a centralized digital database, ensuring consistency and facilitating seamless integration with subsequent analyses.

Laboratory Analysis and QA/QC Protocols:

Sample preparation followed a rigorous protocol to ensure the integrity and reliability of assay data. Drill cores were photographed, and geologists revised descriptions before sampling. A longitudinal cut was made in the cores, and a quarter was sampled while preserving the remainder for reference. Samples were crushed, sieved to 1mm, homogenized, and split using a Jones riffle splitter. Pulverization to 95% passing 150# mesh preceded the extraction of a 10g aliquot for ICP95A/IMS95A analysis of REEs and oxides.

The project implemented a robust QA/QC program in collaboration with SGS, incorporating blanks, reference materials, and duplicates into sample batches of 50. Inter-laboratory checks were conducted with ALS Laboratories, cross-verifying assay results with deviations consistently within ±10% of original grades.

Independent verification included two site visits by Dr. Volodymyr Myadzel, PhD, MAIG, who evaluated drilling and sampling procedures, QA/QC protocols, and the geological model. These inspections confirmed the reliability of sampling techniques, laboratory practices, and data management, ensuring compliance with JORC 2012 and NI 43-101 standards.

Estimation and Reporting of Mineral Resources:

The mineral resource estimation for the project was carried out using a systematic and robust methodology, incorporating historical data and results from the 2011–2012 drilling campaigns conducted by the Verde team. Site visits by Volodymyr Myadzel, representing BNA Mining Solutions, were conducted in July and August 2024 to assess site conditions, verify geological documentation, and provide an overall geological overview of the area.

A block model was developed using Ordinary Kriging (OK) for grade interpolation, implemented via Micromine software. This approach was chosen due to the log-normal distribution of the sample data. To validate and cross-check the results, Inverse Distance Weighting (IDW3) was applied as a secondary estimation method. The estimation employed a sequential search ellipse methodology across four passes, with adjustments to the size of the ellipsoid and the number of composite samples and drill holes required for interpolation. Block discretization utilized sub-blocking, dividing initial 50x50x10-meter blocks into subunits (5x5x2 meters) near mineralized wireframes. Variography guided the determination of search ellipse parameters and orientations, with radii and azimuth orientations customized for each REE.

Validation of the block model included statistical comparisons between interpolated grades and composite datasets. Histograms and probability plots demonstrated consistency and reliability, confirming the robustness of the model.

A cut-off grade of 1,000 ppm TREO was applied, informed by comparable projects and the Qualified Person’s experience. Dry bulk density values were calculated from 452 diamond drill core samples, analyzed using Archimedes’ principle with equipment certified by INMETRO. All estimates are reported on a dry tonnage basis.

All mineral resources have been classified as Inferred, reflecting the current state of geological continuity, drill hole spacing, variography, and density data. This classification aligns with industry standards and the Qualified Person’s assessment of data reliability.

For further technical details, the link below provides comprehensive information on the project’s location, geology, and full assay results for all rare earths elements: https://investor.verde.ag/events/investor-presentation-man-of-war-project/.

Qualified Person

The information in this announcement that relates to exploration results is based on information reviewed, recommended data collection methodologies, and overseen by QP Volodymyr Myadzel. Dr. Myadzel, PhD in Geology and a Member of the Australian Institute of Geoscientists (MAIG), brings over 25 years of experience in mineral exploration, resource modeling, and estimation of mineral deposits. His expertise spans the origin of mineralization and ore precipitation mechanisms across various geological environments. Dr. Myadzel has extensive experience in fieldwork, exploration, mineralogy, and petrography of metamorphic rocks and mineral deposits. He is also skilled in the preparation of core samples for analysis, sedimentology of alluvial and talus sediments, and the investigation of primary and secondary lithogeochemical dispersion patterns. His laboratory capabilities include transmitted-light microscopy and ore microscopy for petrography and ore mineralogy. Dr. Myadzel is a recognized Competent Person (CP) under the JORC Code and a Qualified Person (QP) under Canada’s NI 43-101 standards. He will serve as the Qualified Person for Mineral Resource estimation.

About Verde AgriTech

Verde AgriTech is dedicated to advancing sustainable agriculture through the innovation of specialty multi-nutrient potassium fertilizers. Our mission is to increase agricultural productivity, enhance soil health, and significantly contribute to environmental sustainability. Utilizing our unique position in Brazil, we harness proprietary technologies to develop solutions that not only meet the immediate needs of farmers but also address global challenges such as food security and climate change. Our commitment to carbon capture and the production of eco-friendly fertilizers underscores our vision for a future where agriculture contributes positively to the health of our planet.

For more information on how we are leading the way towards sustainable agriculture and climate change mitigation in Brazil, visit our website at https://verde.ag/en/home/.

Company Updates

Verde invites you to subscribe for updates. By signing up, you’ll receive the latest news about the Company’s projects, achievements, and future plans.

Subscribe at the following link: http://cloud.marketing.verde.ag/InvestorsSubscription

Cautionary Language and Forward-Looking Statements

All Mineral Reserve and Mineral Resources estimates reported by the Company were estimated in accordance with the Canadian National Instrument 43-101 and the Canadian Institute of Mining, Metallurgy, and Petroleum Definition Standards (May 10, 2014). These standards differ significantly from the requirements of the U.S. Securities and Exchange Commission. Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability.

This document contains “forward-looking information” within the meaning of Canadian securities legislation and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. This information and these statements, referred to herein as “forward-looking statements,” are made as of the date of this document. Forward-looking statements relate to future events or future performance and reflect current estimates, predictions, expectations, or beliefs regarding future events. These statements include, but are not limited to:

• The potential for economic extraction of rare earth elements identified within the Man of War Project;
• The potential for further exploration to identify expanded zones of mineralization;
• The completion of a mineral resource report in compliance with both NI 43-101 and JORC standards to validate the Man of War project results obtained;
• The ability to secure financing to support ongoing exploration and development activities;
• The anticipated costs, timelines, and logistics associated with the development of the project.

It is important to note that the Man of War project, remains in the initial phase. These preliminary results are not definitive indicators of economic viability, and further exploration work is required to establish the presence of commercially viable mineral reserves.

All forward-looking statements are based on the Company’s or its consultants’ current beliefs, as well as assumptions made and information currently available to them. The most significant assumptions include, but are not limited to:

• The presence and continuity of rare earth mineralization within the identified zones;
• The successful completion of planned exploratory and analytical work;
• The availability of necessary financing to support continued exploration activities.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections, and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. We caution readers not to place undue reliance on these forward-looking statements as a number of important factors could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates, assumptions, and intentions expressed in such forward-looking statements. These risk factors may be generally stated as the risk that the assumptions and estimates expressed above do not occur as forecast, but specifically include, without limitation: risks relating to variations in the mineral content within the material identified as Mineral Resources and Mineral Reserves from that predicted; variations in rates of recovery and extraction; the geotechnical characteristics of the rock mined or through which infrastructure is built differing from that predicted; developments in world metals markets; risks relating to fluctuations in the Brazilian Real relative to the Canadian dollar; increases in the estimated capital and operating costs or unanticipated costs; difficulties attracting the necessary workforce; increases in financing costs or adverse changes to the terms of available financing, if any; tax rates or royalties being greater than assumed; changes in development or mining plans due to changes in logistical, technical, or other factors; changes in project parameters as plans continue to be refined; risks relating to receipt of regulatory approvals; delays in stakeholder negotiations; changes in regulations applying to the development, operation, and closure of mining operations from what currently exists; the effects of competition in the markets in which Verde operates; operational and infrastructure risks; and the additional risks described in Verde’s Annual Information Form filed with SEDAR in Canada (available at www.sedar.com) for the year ended December 31, 2021. Verde cautions that the foregoing list of factors that may affect future results is not exhaustive.

When relying on our forward-looking statements to make decisions with respect to Verde, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Verde does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by Verde or on our behalf, except as required by law.

For additional information please contact:

Cristiano Veloso, Chief Executive Officer and Founder

Tel: +55 (31) 3245 0205; Email: investor@verde.ag

www.verde.ag | www.investor.verde.ag

[1] Total Rare Earth Oxides (TREO) refers to the sum of the oxides of rare earth elements, which include: Lanthanum Oxide (La₂O₃), Cerium Oxide (CeO₂), Praseodymium Oxide (Pr₆O₁₁), Neodymium Oxide (Nd₂O₃), Samarium Oxide (Sm₂O₃), Europium Oxide (Eu₂O₃), Gadolinium Oxide (Gd₂O₃), Terbium Oxide (Tb₄O₇), Dysprosium Oxide (Dy₂O₃), Holmium Oxide (Ho₂O₃), Erbium Oxide (Er₂O₃), Thulium Oxide (Tm₂O₃), Ytterbium Oxide (Yb₂O₃), Lutetium Oxide (Lu₂O₃), and Yttrium Oxide (Y₂O₃).

[2] Magnetic Rare Earth Oxides (MREO) refers to the sum of the oxides of rare earth elements with magnetic properties, which include: Praseodymium Oxide (Pr₆O₁₁), Neodymium Oxide (Nd₂O₃), Terbium Oxide (Tb₄O₇), and Dysprosium Oxide (Dy₂O₃).

[3] See: https://investor.verde.ag/verde-announces-man-of-war-rare-earths-project-spin-off/

Verde Announces Niobium Results from Man of War Rare Earths Project

Results reveal up to 2,274 ppm Nb₂O₅, including mineralized zone of up to 95m within the same targets as rare earth elements previously disclosed by the Company

Singapore. Verde AgriTech Ltd (TSX: “NPK”) (OTCQX: “VNPKF”) (“Verde” or the “Company“) is pleased to announce new findings within Man of War Rare Earths Project, revealing niobium mineralization (“Nb₂O₅”), including results up to 2,274 ppm Nb₂O₅. These results reinforce the potential of Man of War as a significant critical minerals and rare earth elements (“REE”) resource, with key highlights including:

• Nau de Guerra Target:
  • Hole AP-ND-14 including:
    • 30m @ 964 ppm Nb2O5 [20m];
    • 5m @ 1,450 ppm Nb2O5 [28m]; and
    • 1m @ 1,877 ppm Nb2O5 [29m].

• Balsamo Target:
  • Hole AP-BD-01 including:
    • 33m @ 895 ppm Nb2O5 [53m];
    • 5m @ 1,701 ppm Nb2O5 [62m]; and
    • 1m @ 2,227 ppm Nb2O5 [65m].
• Alto da Serra Target:
  • Hole AP-AD-16 including:
    • 52m @ 767 ppm Nb2O5 [0m];
    • 5m @ 1,810 ppm Nb2O5 [7m]; and
    • 1m @ 2,274 ppm Nb2O5 [7m].

In previous announcements, the Company reported substantial concentrations of Total Rare Earth Oxides (“TREO”), Magnet Rare Earth Oxides (“MREO”) and scandium oxide (“Sc₂O₃”) within the same intervals where the niobium results were identified. During the ongoing consolidation of assay data, the potential for niobium concentrations emerged, allowing Oby to evaluate the feasibility of extracting niobium as a co-product from the Man of War Project’s rare earth deposit.

Below is a comprehensive table presenting the niobium assay results for all intervals previously announced. These results underscore the continuity of high-grade niobium zones within the mineralized areas of the Man of War Project. Each entry specifies the drill hole, total interval length, depth, and niobium concentration (Nb₂O₅ in ppm), providing further insight into the project’s significant niobium potential:

“While in isolation the niobium grades might not be economically viable, when combined with the potential future exploration of rare earths, it adds significant value to the project, enhancing its overall attractiveness and strategic importance,” said Cristiano Veloso, Founder & CEO of Verde.

Significance of Niobium

Niobium is a critical mineral with essential applications in high-tech industries, including renewable energy, electronics, and aerospace, where it is valued for its role in enhancing material strength, heat resistance, and use in advanced technologies[1].

Market Value of Niobium

According to recent industry analyses, niobium maintains a high market value due to its scarcity and specialized applications. Niobium in its pure form can command prices ranging from $40 to $50 USD per kilogram, while high-purity niobium alloys are even more valuable due to their enhanced properties for use in aerospace, automotive, and energy applications[2].

The Company has commissioned the preparation of a mineral resource report, to be completed in compliance with both NI 43-101 and Australian JORC standards and remains committed to responsible exploration and ongoing analysis at the Man of War Rare Earths Project. Further updates on niobium and other rare earth findings will be provided as exploration progresses.

For further technical details, the link below provides comprehensive information on the project’s location, geology, and full assay results for all rare earths elements: https://investor.verde.ag/events/investor-presentation-man-of-war-project/.

Qualified Person

The information in this announcement that relates to exploration results is based on information reviewed, recommended data collection methodologies, and overseen by QP Volodymyr Myadzel. Dr. Myadzel, PhD in Geology and a Member of the Australian Institute of Geoscientists (MAIG), brings over 25 years of experience in mineral exploration, resource modeling, and estimation of mineral deposits. His expertise spans the origin of mineralization and ore precipitation mechanisms across various geological environments. Dr. Myadzel has extensive experience in fieldwork, exploration, mineralogy, and petrography of metamorphic rocks and mineral deposits. He is also skilled in the preparation of core samples for analysis, sedimentology of alluvial and talus sediments, and the investigation of primary and secondary lithogeochemical dispersion patterns. His laboratory capabilities include transmitted-light microscopy and ore microscopy for petrography and ore mineralogy. Dr. Myadzel is a recognized Competent Person (CP) under the JORC Code and a Qualified Person (QP) under Canada’s NI 43-101 standards. He will serve as the Qualified Person for Mineral Resource estimation.

About Verde AgriTech

Verde AgriTech is dedicated to advancing sustainable agriculture through the innovation of specialty multi-nutrient potassium fertilizers. Our mission is to increase agricultural productivity, enhance soil health, and significantly contribute to environmental sustainability. Utilizing our unique position in Brazil, we harness proprietary technologies to develop solutions that not only meet the immediate needs of farmers but also address global challenges such as food security and climate change. Our commitment to carbon capture and the production of eco-friendly fertilizers underscores our vision for a future where agriculture contributes positively to the health of our planet.

For more information on how we are leading the way towards sustainable agriculture and climate change mitigation in Brazil, visit our website at https://verde.ag/en/home/.

Company Updates

Verde invites you to subscribe for updates. By signing up, you’ll receive the latest news about the Company’s projects, achievements, and future plans.

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Cautionary Language and Forward-Looking Statements

All Mineral Reserve and Mineral Resources estimates reported by the Company were estimated in accordance with the Canadian National Instrument 43-101 and the Canadian Institute of Mining, Metallurgy, and Petroleum Definition Standards (May 10, 2014). These standards differ significantly from the requirements of the U.S. Securities and Exchange Commission. Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability.

This document contains “forward-looking information” within the meaning of Canadian securities legislation and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. This information and these statements, referred to herein as “forward-looking statements,” are made as of the date of this document. Forward-looking statements relate to future events or future performance and reflect current estimates, predictions, expectations, or beliefs regarding future events. These statements include, but are not limited to:

The potential for niobium concentrations identified in the Nau de Guerra, Balsamo and Alto da Serra targets to support economic extraction;

The potential for further exploration to identify expanded zones of mineralization;

The completion of a mineral resource report in compliance with both NI 43-101 and JORC standards to validate the niobium results obtained;

The Company’s ability to secure financing to continue exploration and development of niobium resources within the Man of War project;

The estimated costs and logistics associated with the continued exploration and potential development of niobium within the project area.

It is important to note that Man of War project is currently in the initial phase. The results reported here are preliminary and should not be considered definitive indicators of the project’s viability. Further exploration work is required, and there is no guarantee that future drilling will confirm the presence of economically viable mineral reserves.

All forward-looking statements are based on Verde’s or its consultants’ current beliefs as well as various assumptions made by them and information currently available to them. The most significant assumptions are set forth above, but generally these assumptions include, but are not limited to:

The continuity and presence of niobium and associated rare earth mineralization across the identified zones;

The successful completion of planned exploratory and analytical work;

The availability of necessary financing to support continued exploration activities.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections, and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. We caution readers not to place undue reliance on these forward-looking statements as a number of important factors could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates, assumptions, and intentions expressed in such forward-looking statements. These risk factors may be generally stated as the risk that the assumptions and estimates expressed above do not occur as forecast, but specifically include, without limitation: risks relating to variations in the mineral content within the material identified as Mineral Resources and Mineral Reserves from that predicted; variations in rates of recovery and extraction; the geotechnical characteristics of the rock mined or through which infrastructure is built differing from that predicted; developments in world metals markets; risks relating to fluctuations in the Brazilian Real relative to the Canadian dollar; increases in the estimated capital and operating costs or unanticipated costs; difficulties attracting the necessary workforce; increases in financing costs or adverse changes to the terms of available financing, if any; tax rates or royalties being greater than assumed; changes in development or mining plans due to changes in logistical, technical, or other factors; changes in project parameters as plans continue to be refined; risks relating to receipt of regulatory approvals; delays in stakeholder negotiations; changes in regulations applying to the development, operation, and closure of mining operations from what currently exists; the effects of competition in the markets in which Verde operates; operational and infrastructure risks; and the additional risks described in Verde’s Annual Information Form filed with SEDAR in Canada (available at www.sedar.com) for the year ended December 31, 2021. Verde cautions that the foregoing list of factors that may affect future results is not exhaustive.

When relying on our forward-looking statements to make decisions with respect to Verde, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Verde does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by Verde or on our behalf, except as required by law.

For additional information please contact:

Cristiano Veloso, Chief Executive Officer and Founder

Tel: +55 (31) 3245 0205; Email: investor@verde.ag

www.verde.ag | www.investor.verde.ag

[1] Niobium uses and applications

[2] Niobium Price Trend, Market Analysis, and News

Verde Announces Scandium Results from Man of War Rare Earths Project

Additional Results from Nau de Guerra Target Reveal Up to 144 ppm Sc₂O₃

Singapore. Verde AgriTech Ltd (TSX: “NPK”) (OTCQX: “VNPKF”) (“Verde” or the “Company”) is pleased to announce new findings from the Nau de Guerra target within Man of War Rare Earths Project, revealing scandium oxide (“Sc₂O₃”) concentrations from 30 reanalyzed core samples. Although scandium was not part of the original analysis suite, a targeted reanalysis revealed promising concentrations, with results reaching:

• 144 ppm Sc₂O₃ in Hole ID AP-ND-14, at 29m;
• 72 ppm Sc₂O₃ in AP-ND-07, along with 5,506 ppm TREO and 1,341 ppm Magnetic Rare Earths Oxide (“MREO”) (from 16 to 25m);
• 63 ppm Sc₂O₃ in AP-ND-08, along with 5,333 ppm TREO and 1,541 ppm MREO (from 1 to 11m);
• 107 ppm Sc₂O₃ in AP-ND-14, along with 7,798 ppm TREO and 1,864 ppm MREO (from 22 to 33m).

In previous announcements, Verde reported results from over 740 samples from the Nau de Guerra target, analyzed by SGS laboratories using the ICP95A/IMS95A methods. These analyses covered 47 parameters, excluding scandium. Recognizing scandium’s industrial relevance, the Company conducted a reanalysis of 30 core samples across three drill holes using the ICM40B method to quantify scandium oxide (Sc₂O₃) levels specifically.

This reanalysis revealed noteworthy Sc₂O₃ concentrations alongside Total Rare Earth Oxides (“TREO”) and MREO, highlighting scandium’s economic and strategic importance within the project. A summary of scandium oxide findings, with corresponding TREO and MREO values, is provided below:

“The rare earths find, in and of itself, made the Man of War project an impressive economic opportunity. The associated scandium at the grades assayed show that the overall basket of minerals could potentially yield even more value per ton of ore,” celebrated Cristiano Veloso, Verde’s Founder and CEO.

Significance of Scandium

Scandium is a rare and versatile metal, classified as a critical mineral by several countries. It is considered the most effective microalloying element for aluminum, significantly enhancing aluminum’s strength, flexibility, and resistance to heat and corrosion while also reducing its weight. These qualities make aluminum-scandium alloys highly valued in both military and civilian aircraft, where they improve fuel efficiency, maneuverability, and range.[1]

Beyond aerospace, scandium plays a crucial role in clean energy applications, such as solid oxide fuel cells, and is increasingly valuable in the automotive, 3D printing, and high-performance sports equipment industries, including in baseball bats and bicycle frames. Additionally, scandium is used in electronic ceramics, lasers, and LED lighting, where its unique properties further underscore its industrial relevance.

Market Value of Scandium

According to the Institute for Rare Earths and Metals AG, scandium commands a high market value due to its scarcity and utility in advanced industries. Scandium metal with 99.999% purity is currently valued between $5,735 and $6,025 USD per kilogram, while scandium oxide with 99.99% purity is priced between $1,016 and $1,089 USD per kilogram. This high value highlights the economic potential of Verde’s scandium-bearing resources at the Man of War Project, as demand for the element continues to grow across aerospace, energy, and other sectors.[2]

The Company has commissioned the preparation of a mineral resource report, to be completed in compliance with both NI 43-101 and Australian JORC standards and remains committed to responsible exploration and ongoing analysis at the Man of War Rare Earths Project. Further updates on scandium and other rare earth findings will be provided as exploration progresses.

For further technical details, the link below provides comprehensive information on the project’s location, geology, and full assay results for all rare earths elements: https://investor.verde.ag/events/investor-presentation-man-of-war-project/.

Qualified Person

The information in this announcement that relates to exploration results is based on information reviewed, recommended data collection methodologies, and overseen by QP Volodymyr Myadzel. Dr. Myadzel, PhD in Geology and a Member of the Australian Institute of Geoscientists (MAIG), brings over 25 years of experience in mineral exploration, resource modeling, and estimation of mineral deposits. His expertise spans the origin of mineralization and ore precipitation mechanisms across various geological environments. Dr. Myadzel has extensive experience in fieldwork, exploration, mineralogy, and petrography of metamorphic rocks and mineral deposits. He is also skilled in the preparation of core samples for analysis, sedimentology of alluvial and talus sediments, and the investigation of primary and secondary lithogeochemical dispersion patterns. His laboratory capabilities include transmitted-light microscopy and ore microscopy for petrography and ore mineralogy. Dr. Myadzel is a recognized Competent Person (CP) under the JORC Code and a Qualified Person (QP) under Canada’s NI 43-101 standards. He will serve as the Qualified Person for Mineral Resource estimation.

About Verde AgriTech

Verde AgriTech is dedicated to advancing sustainable agriculture through the innovation of specialty multi-nutrient potassium fertilizers. Our mission is to increase agricultural productivity, enhance soil health, and significantly contribute to environmental sustainability. Utilizing our unique position in Brazil, we harness proprietary technologies to develop solutions that not only meet the immediate needs of farmers but also address global challenges such as food security and climate change. Our commitment to carbon capture and the production of eco-friendly fertilizers underscores our vision for a future where agriculture contributes positively to the health of our planet.

For more information on how we are leading the way towards sustainable agriculture and climate change mitigation in Brazil, visit our website at https://verde.ag/en/home/.

Company Updates

Verde invites you to subscribe for updates. By signing up, you’ll receive the latest news about the Company’s projects, achievements, and future plans.

Subscribe at the following link: http://cloud.marketing.verde.ag/InvestorsSubscription

Cautionary Language and Forward-Looking Statements

All Mineral Reserve and Mineral Resources estimates reported by the Company were estimated in accordance with the Canadian National Instrument 43-101 and the Canadian Institute of Mining, Metallurgy, and Petroleum Definition Standards (May 10, 2014). These standards differ significantly from the requirements of the U.S. Securities and Exchange Commission. Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability.

This document contains “forward-looking information” within the meaning of Canadian securities legislation and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. This information and these statements, referred to herein as “forward-looking statements,” are made as of the date of this document. Forward-looking statements relate to future events or future performance and reflect current estimates, predictions, expectations, or beliefs regarding future events. These statements include, but are not limited to:

• The potential for scandium concentrations identified in the Nau de Guerra target to support economic extraction;
• The potential for further exploration to identify expanded zones of mineralization;
• The completion of a mineral resource report in compliance with both NI 43-101 and JORC standards to validate the scandium results obtained;
• The Company’s ability to secure financing to continue exploration and development of scandium resources within the Man of War project;
• The estimated costs and logistics associated with the continued exploration and potential development of scandium within the project area.

It is important to note that the Man of War project, including the scandium findings reported here, remains in the initial phase. These preliminary results are not definitive indicators of economic viability, and further exploration work is required to establish the presence of commercially viable mineral reserves.

All forward-looking statements are based on the Company’s or its consultants’ current beliefs, as well as assumptions made and information currently available to them. The most significant assumptions include, but are not limited to:

• The continuity and presence of scandium and associated rare earth mineralization across the identified zones;
• The successful completion of planned exploratory and analytical work;
• The availability of necessary financing to support continued exploration activities.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections, and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. We caution readers not to place undue reliance on these forward-looking statements as a number of important factors could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates, assumptions, and intentions expressed in such forward-looking statements. These risk factors may be generally stated as the risk that the assumptions and estimates expressed above do not occur as forecast, but specifically include, without limitation: risks relating to variations in the mineral content within the material identified as Mineral Resources and Mineral Reserves from that predicted; variations in rates of recovery and extraction; the geotechnical characteristics of the rock mined or through which infrastructure is built differing from that predicted; developments in world metals markets; risks relating to fluctuations in the Brazilian Real relative to the Canadian dollar; increases in the estimated capital and operating costs or unanticipated costs; difficulties attracting the necessary workforce; increases in financing costs or adverse changes to the terms of available financing, if any; tax rates or royalties being greater than assumed; changes in development or mining plans due to changes in logistical, technical, or other factors; changes in project parameters as plans continue to be refined; risks relating to receipt of regulatory approvals; delays in stakeholder negotiations; changes in regulations applying to the development, operation, and closure of mining operations from what currently exists; the effects of competition in the markets in which Verde operates; operational and infrastructure risks; and the additional risks described in Verde’s Annual Information Form filed with SEDAR in Canada (available at www.sedar.com) for the year ended December 31, 2021. Verde cautions that the foregoing list of factors that may affect future results is not exhaustive.

When relying on our forward-looking statements to make decisions with respect to Verde, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Verde does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by Verde or on our behalf, except as required by law.

For additional information please contact:

Cristiano Veloso, Chief Executive Officer and Founder

Tel: +55 (31) 3245 0205; Email: investor@verde.ag

www.verde.ag | www.investor.verde.ag

[1] Scandium product

[2] Global Scandium Metal Market Overview

Verde Announces Man of War Rare Earths Project Spin-Off

Singapore. Verde AgriTech Ltd (TSX: “NPK”) (OTCQX: “VNPKF”) (“Verde” or the “Company”) is pleased to announce the incorporation of Oby Rare Earths Pty. Ltd. (“Oby”) in Australia, which will independently advance the Man of War Rare Earths Project (“MoW”), subject to shareholder approval.

The MoW spin-off would allow Verde to concentrate exclusively on its core business: producing and commercializing low-carbon specialty fertilizers. The Company will hold a Special Meeting of Shareholders on December 20, 2024, to vote on the approval of the Oby spin-off and the distribution of its shares to Verde’s shareholders.

MoW’s 3,640 meters of diamond core drilling have shown impressive results for magnetic and heavy rare earths in both grade and thickness. For detailed results, please refer to press releases from October 07[1], October 29^[2], and November 18^[3], 2024.

The Company has commissioned an independent resource calculation, expected to be completed by the end of 2024.

In light of the project’s potential and the substantial investments required for its development, the Board of Directors has decided that it should be pursued by an entity independent of the Company. As a result,  Verde established Oby to independently focus on developing the MoW. The word Oby comes from Tupi Guarani. A native Brazilian Indian language and means ‘green’. Both Praseodymium and Neodymium, found in significant quantities at MoW, are bright green when isolated.

The Company decided to incorporate Oby in Australia in order to facilitate a potential IPO on the Australian Stock Exchange (ASX). The ASX has been the most active stock exchange in the rare earths and mining sector over the last few years.[4] Nevertheless, Oby is evaluating other potential financing alternatives in both private and public markets.

Reduction of Share Capital

Verde proposes to distribute its interest in Oby to its shareholders through a capital reduction, proportionate to each shareholder’s existing stake. Under this arrangement, each shareholder will receive one share in Oby for every ordinary share they hold in the Company as of a record date and time to be determined by the Board and disclosed via a press release. No payment and no other form of consideration will be required from the shareholders for the proposed distribution.

For more detailed information, please see the Management Information Circular at: https://investor.verde.ag/wp-content/uploads/2024/11/VAL-2024-Extraordinary-General-Meeting-MIC-Nov-11-DMS-cmts_13-Nov-2024.pdf

Appointment of new auditors

In order to save costs without compromising work quality Verde decided to change auditors from Ernst & Young LLP (“EY”) to RSM SG Assurance LLP (“RSM”) as the new independent auditor for the Company.

In the Special Meeting, the change of auditors will also be voted on.

Requested by Verde, EY resigned as the Company’s auditors on 8^th of October, 2024. On behalf of the directors the Company would like to thank EY for the work done and look forward to welcoming RSM as our new auditors.

This change is being pursued to align with the Company’s evolving business needs and to ensure that we continue to receive high-quality audit services while also optimizing costs. RSM, with its extensive expertise in the agricultural and natural resource sectors, is well-positioned to provide the necessary auditing services.

Special Meeting of Shareholders

The Company will host a Special Meeting of Shareholders on Friday, December 20, 2024, at 09:00 a.m. Eastern Time. Subscribe using the link below to receive the conference details by email.

The questions must be submitted in advance through the following link up to 48 hours before the conference call: https://bit.ly/2024-ExtraordinaryGeneralMeeting-Questions

About Verde AgriTech

Verde AgriTech is dedicated to advancing sustainable agriculture through the innovation of specialty multi-nutrient potassium fertilizers. Our mission is to increase agricultural productivity, enhance soil health, and significantly contribute to environmental sustainability. Utilizing our unique position in Brazil, we harness proprietary technologies to develop solutions that not only meet the immediate needs of farmers but also address global challenges such as food security and climate change. Our commitment to carbon capture and the production of eco-friendly fertilizers underscores our vision for a future where agriculture contributes positively to the health of our planet.

Cautionary Language and Forward-Looking Statements

All Mineral Reserve and Mineral Resources estimates reported by the Company were estimated in accordance with the Canadian National Instrument 43-101 and the Canadian Institute of Mining, Metallurgy, and Petroleum Definition Standards (May 10, 2014). These standards differ significantly from the requirements of the U.S. Securities and Exchange Commission. Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability.

This document contains “forward-looking information” within the meaning of Canadian securities legislation and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. This information and these statements, referred to herein as “forward-looking statements” are made as of the date of this document. Forward-looking statements relate to future events or future performance and reflect current estimates, predictions, expectations or beliefs regarding future events and include, but are not limited to, statements with respect to:

• the estimated amount and grade of Mineral Resources and Mineral Reserves;
• the estimated amount of CO₂ removal per ton of rock;
• the PFS representing a viable development option for the Project;
• estimates of the capital costs of constructing mine facilities and bringing a mine into production, of sustaining capital and the duration of financing payback periods;
• the estimated amount of future production, both produced and sold;
• timing of disclosure for the PFS and recommendations from the Special Committee;
• the Company’s competitive position in Brazil and demand for potash;
• estimates of operating costs and total costs, net cash flow, net present value and economic returns from an operating mine.
• the expected terms of the debt restructuring;
• the expected financial impact of the debt restructuring to the Company;
• the timeline for court approval of the debt restructuring; and
• the potential arising from the re-assaying of certain core samples.

Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives or future events or performance (often, but not always, using words or phrases such as “expects”, “anticipates”, “plans”, “projects”, “estimates”, “envisages”, “assumes”, “intends”, “strategy”, “goals”, “objectives” or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements.

All forward-looking statements are based on Verde’s or its consultants’ current beliefs as well as various assumptions made by them and information currently available to them. The most significant assumptions are set forth above, but generally these assumptions include, but are not limited to:

• the presence of and continuity of resources and reserves at the Project at estimated grades;
• the estimation of CO₂ removal based on the chemical and mineralogical composition of assumed resources and reserves;
• the geotechnical and metallurgical characteristics of rock conforming to sampled results; including the quantities of water and the quality of the water that must be diverted or treated during mining     operations;
• the capacities and durability of various machinery and equipment;
• the availability of personnel, machinery and equipment at estimated prices and within the estimated delivery times;
• currency exchange rates;
• Super Greensand® and K Forte® sales prices, market size and exchange rate assumed;
• appropriate discount rates applied to the cash flows in the economic analysis;
• tax rates and royalty rates applicable to the proposed mining operation;
• the availability of acceptable financing under assumed structure and costs;
• anticipated mining losses and dilution;
• reasonable contingency requirements;
• success in realizing proposed operations;
• receipt of permits and other regulatory approvals on acceptable terms; and
• the fulfilment of environmental assessment commitments and arrangements with local

Although management considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect. Many forward-looking statements are made assuming the correctness of other forward looking statements, such as statements of net present value and internal rates of return, which are based on most of the other forward-looking statements and assumptions herein. The cost information is also prepared using current values, but the time for incurring the costs will be in the future and it is assumed costs will remain stable over the relevant period.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. We caution readers not to place undue reliance on these forward-looking statements as a number of important factors could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates assumptions and intentions expressed in such forward-looking statements. These risk factors may be generally stated as the risk that the assumptions and estimates expressed above do not occur as forecast, but specifically include, without limitation: risks related to the court approval process for the debt restructuring; risks relating to variations in the mineral content within the material identified as Mineral Resources and Mineral Reserves from that predicted; variations in rates of recovery and extraction; the geotechnical characteristics of the rock mined or through which infrastructure is built differing from that predicted, the quantity of water that will need to be diverted or treated during mining operations being different from what is expected to be encountered during mining operations or post closure, or the rate of flow of the water being different; developments in world metals markets; risks relating to fluctuations in the Brazilian Real relative to the Canadian dollar; increases in the estimated capital and operating costs or unanticipated costs; difficulties attracting the necessary work force; increases in financing costs or adverse changes to the terms of available financing, if any; tax rates or royalties being greater than assumed; changes in development or mining plans due to changes in logistical, technical or other factors; changes in project parameters as plans continue to be refined; risks relating to receipt of regulatory approvals; delays in stakeholder negotiations; changes in regulations applying to the development, operation, and closure of mining operations from what currently exists; the effects of competition in the markets in which Verde operates; operational and infrastructure risks and the additional risks described in Verde’s Annual Information Form filed with SEDAR in Canada (available at www.sedar.com) for the year ended December 31, 2023. Verde cautions that the foregoing list of factors that may affect future results is not exhaustive.

When relying on our forward-looking statements to make decisions with respect to Verde, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Verde does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by Verde or on our behalf, except as required by law.

For additional information please contact:

Cristiano Veloso, Chief Executive Officer and Founder

Tel: +55 (31) 3245 0205; Email: investor@verde.ag

www.verde.ag | www.investor.verde.ag

[1] See more: https://investor.verde.ag/high-grade-ionic-absorption-clay-magnetic-rare-earths-mineralization-found-in-verdes-historical-drill-holes/

[2] See more: https://investor.verde.ag/verdes-assays-of-over-1500m-of-drilling-find-rare-earths-up-to-12487-ppm-treo-and-3357-ppm-mreo/

[3] See more: https://investor.verde.ag/verde-reports-up-to-13944-ppm-treo-5222-ppm-mreo-and-213-ppm-dytb/

[4] Source: https://www.forbes.com/sites/greatspeculations/2019/11/06/australia-may-be-the-saving-grace-for-the-rare-earth-metals-market/

Verde Reports up to 13,944 ppm TREO 5,222 ppm MREO and 213 ppm DyTb

Results from 16 new holes show a thick mineralized zone up to 74m with grades up to 4,321 ppm TREO and 1,004 ppm MREO

Singapore. Verde AgriTech Ltd (TSX: “NPK“) (OTCQX: “VNPKF“) (“Verde” or the “Company“) is pleased to announce significant drilling results from Alto da Serra target, one of the three targets of Man of War project. Building on previously announced results from two other targets, Verde has completed the reassaying process with an additional 1,247 meters of results from Alto da Serra. This completes the analysis across the three targets, totaling 3,640 drilling meters.

Key results from the latest drilling assays include:

• 13,944 ppm TREO (AP-AD-06 1m @ [38]) and 5,222 ppm MREO (AP-AD-01 1m@ [14]);
• 4,321 ppm TREO and 1,004 ppm MREO (AP-AD-08 61m @ [28m]);
• 213 ppm DyTb (AP-ND-01 1m @ [14]);[1]

On October 07, 2024[2], the Company made the first announcement on the rare earths project, followed by an update on October 29[3], 2024. The project named Man of War comprises three exploration targets: Nau de Guerra, Bálsamo and Alto da Serra. All of them show significant presence of rare earths elements, which enhances the project’s potential to meet the growing demand of Magnetic Rare Earth Oxides (“MREO”). These elements are essential materials in green technologies such as electric vehicles and wind turbines. Neodymium (Nd₂O₃) is used in the production of high-efficiency permanent magnets that power electric motors, Terbium (Tb₄O₇) enhances magnetic strength and stability, and Dysprosium (Dy₂O₃) and Praseodymium (Pr₆O₁₁) heightens these magnets’ thermal resistance, increasing their durability in extreme conditions.

“As industries worldwide seek alternatives to China’s near-total dominance in rare earths, the substantial concentrations of magnetic and heavy rare earths in all three targets of the Man of War project not only meet the high-tech sector’s growing demand for a secure, independent supply, but also reinforce the project’s strategic foundation”, stated Cristiano Veloso, Founder & CEO of Verde.

The Company reanalyzed 16 drill holes in the Alto da Serra Target and results included:[4]

[1] Total Rare Earth Oxides (TREO) refers to the sum of the oxides of rare earth elements, which include: Lanthanum Oxide (La₂O₃), Cerium Oxide (CeO₂), Praseodymium Oxide (Pr₆O₁₁), Neodymium Oxide (Nd₂O₃), Samarium Oxide (Sm₂O₃), Europium Oxide (Eu₂O₃), Gadolinium Oxide (Gd₂O₃), Terbium Oxide (Tb₄O₇), Dysprosium Oxide (Dy₂O₃), Holmium Oxide (Ho₂O₃), Erbium Oxide (Er₂O₃), Thulium Oxide (Tm₂O₃), Ytterbium Oxide (Yb₂O₃), Lutetium Oxide (Lu₂O₃), and Yttrium Oxide (Y₂O₃).

[2] Magnetic Rare Earth Oxides (MREO) refers to the sum of the oxides of rare earth elements with magnetic properties, which include: Praseodymium Oxide (Pr₆O₁₁), Neodymium Oxide (Nd₂O₃), Terbium Oxide (Tb₄O₇), and Dysprosium Oxide (Dy₂O₃).

Alto da Serra target, like the others, presents high concentrations of valuable rare earth elements, with favorable mineralization continuity and depth that support efficient extraction and processing. The significant thickness of mineralized zones across drill holes enhances recovery potential and opens opportunities for streamlined, cost-effective operations.

“These results highlight Man of War exceptional potential, with mineralization levels that surpass many existing deposits,” said Cristiano Veloso, Verde’s Founder & CEO. “The extensive, near-surface mineralization makes Alto da Serra a strategic addition to our rare earth project, setting it apart from emerging projects and currently operational mines.”

The sampling and analysis protocols for the Man of War project were executed with meticulous attention to ensure both accuracy and consistency. Samples approximately one meter in length were collected using a diamond drill rig and subsequently dispatched in batches of 50 to SGS Laboratory for comprehensive analysis. Each sample was meticulously prepared following a stringent standardized protocol and subjected to ICP95A/IMS95A analytical methods to precisely measure the concentrations of rare earth elements and other elements. To uphold rigorous quality assurance and quality control (QA/QC) standards, each batch incorporated 44 regular samples, supplemented by 2 blanks, 2 certified standards, and 2 duplicates. Furthermore, 3% of all samples were subjected to inter-laboratory verification at ALS Laboratory, further reinforcing the reliability and credibility of the analytical results.

Verde has commissioned the preparation of a mineral resource report, to be completed in compliance with both NI 43-101 and Australian JORC standards.

For further technical details, the link below provides comprehensive information on the project’s location, geology, and full assay results for all rare earths elements: https://investor.verde.ag/events/investor-presentation-man-of-war-project/.

Qualified Person

The information in this announcement that relates to exploration results is based on information reviewed, recommended data collection methodologies, and overseen by QP Volodymyr Myadzel. Dr. Myadzel, PhD in Geology and a Member of the Australian Institute of Geoscientists (MAIG), brings over 25 years of experience in mineral exploration, resource modeling, and estimation of mineral deposits. His expertise spans the origin of mineralization and ore precipitation mechanisms across various geological environments. Dr. Myadzel has extensive experience in fieldwork, exploration, mineralogy, and petrography of metamorphic rocks and mineral deposits. He is also skilled in the preparation of core samples for analysis, sedimentology of alluvial and talus sediments, and the investigation of primary and secondary lithogeochemical dispersion patterns. His laboratory capabilities include transmitted-light microscopy and ore microscopy for petrography and ore mineralogy. Dr. Myadzel is a recognized Competent Person (CP) under the JORC Code and a Qualified Person (QP) under Canada’s NI 43-101 standards. He will serve as the Qualified Person for Mineral Resource estimation.

About Verde AgriTech

Verde AgriTech is dedicated to advancing sustainable agriculture through the innovation of specialty multi-nutrient potassium fertilizers. Our mission is to increase agricultural productivity, enhance soil health, and significantly contribute to environmental sustainability. Utilizing our unique position in Brazil, we harness proprietary technologies to develop solutions that not only meet the immediate needs of farmers but also address global challenges such as food security and climate change. Our commitment to carbon capture and the production of eco-friendly fertilizers underscores our vision for a future where agriculture contributes positively to the health of our planet.

For more information on how we are leading the way towards sustainable agriculture and climate change mitigation in Brazil, visit our website at https://verde.ag/en/home/.

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Cautionary Language and Forward-Looking Statements

All Mineral Reserve and Mineral Resources estimates reported by the Company were estimated in accordance with the Canadian National Instrument 43-101 and the Canadian Institute of Mining, Metallurgy, and Petroleum Definition Standards (May 10, 2014). These standards differ significantly from the requirements of the U.S. Securities and Exchange Commission. Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability.

This document contains “forward-looking information” within the meaning of Canadian securities legislation and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. This information and these statements, referred to herein as “forward-looking statements,” are made as of the date of this document. Forward-looking statements relate to future events or future performance and reflect current estimates, predictions, expectations, or beliefs regarding future events. These statements include, but are not limited to:

• The potential quantity and grade of minerals identified at the Alto da Serra target area;
• The expectation that future exploration results may confirm mineralization across wider zones;
• The completion of the mineral resource report, which is being prepared in accordance with both NI 43-101 and JORC standards, to validate the results obtained;
• The Company’s ability to finance continued exploration and development activities for the Alto da Serra target;
• The estimated capital and operational costs associated with the continued development of the Man of War

It is important to note that Man of War project is currently in the exploratory phase. The results reported here are preliminary and should not be considered definitive indicators of the project’s viability. Further exploration work is required, and there is no guarantee that future drilling will confirm the presence of economically viable mineral reserves.

All forward-looking statements are based on Verde’s or its consultants’ current beliefs as well as various assumptions made by them and information currently available to them. The most significant assumptions are set forth above, but generally these assumptions include, but are not limited to:

• the presence and continuity of mineralization at the Alto da Serra target;
• the successful completion of further exploratory work as planned;
• the availability of financing to continue exploration activities.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections, and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. We caution readers not to place undue reliance on these forward-looking statements as a number of important factors could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates, assumptions, and intentions expressed in such forward-looking statements. These risk factors may be generally stated as the risk that the assumptions and estimates expressed above do not occur as forecast, but specifically include, without limitation: risks relating to variations in the mineral content within the material identified as Mineral Resources and Mineral Reserves from that predicted; variations in rates of recovery and extraction; the geotechnical characteristics of the rock mined or through which infrastructure is built differing from that predicted; developments in world metals markets; risks relating to fluctuations in the Brazilian Real relative to the Canadian dollar; increases in the estimated capital and operating costs or unanticipated costs; difficulties attracting the necessary workforce; increases in financing costs or adverse changes to the terms of available financing, if any; tax rates or royalties being greater than assumed; changes in development or mining plans due to changes in logistical, technical, or other factors; changes in project parameters as plans continue to be refined; risks relating to receipt of regulatory approvals; delays in stakeholder negotiations; changes in regulations applying to the development, operation, and closure of mining operations from what currently exists; the effects of competition in the markets in which Verde operates; operational and infrastructure risks; and the additional risks described in Verde’s Annual Information Form filed with SEDAR in Canada (available at www.sedar.com) for the year ended December 31, 2021. Verde cautions that the foregoing list of factors that may affect future results is not exhaustive.

When relying on our forward-looking statements to make decisions with respect to Verde, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Verde does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by Verde or on our behalf, except as required by law.

For additional information please contact:

Cristiano Veloso, Chief Executive Officer and Founder

Tel: +55 (31) 3245 0205; Email: investor@verde.ag

www.verde.ag | www.investor.verde.ag

[1] Refers to the sum of the oxides Dy₂O₃ + Tb₄O₇

[2] See more at: https://investor.verde.ag/high-grade-ionic-absorption-clay-magnetic-rare-earths-mineralization-found-in-verdes-historical-drill-holes/

[3] See more at: https://investor.verde.ag/verdes-assays-of-over-1500m-of-drilling-find-rare-earths-up-to-12487-ppm-treo-and-3357-ppm-mreo/

[4] Oxide Conversion Factors: the conversion factors for rare earth oxides represent the multiplier used to convert the elements into their oxide forms. The conversion factors are as follows: Cerium Oxide (CeO₂) = 1.2284; Dysprosium Oxide (Dy₂O₃) = 1.1477; Erbium Oxide (Er₂O₃) = 1.1435; Europium Oxide (Eu₂O₃) = 1.1579; Gadolinium Oxide (Gd₂O₃) = 1.1526; Holmium Oxide (Ho₂O₃) = 1.1455; Lanthanum Oxide (La₂O₃) = 1.1728; Lutetium Oxide (Lu₂O₃) = 1.1372; Neodymium Oxide (Nd₂O₃) = 1.1664; Praseodymium Oxide (Pr₆O₁₁) = 1.2082; Samarium Oxide (Sm₂O₃) = 1.1596; Terbium Oxide (Tb₄O₇) = 1.1762; Thulium Oxide (Tm₂O₃) = 1.1421; Yttrium Oxide (Y₂O₃) = 1.2699; Ytterbium Oxide (Yb₂O₃) = 1.1387. Niobium Oxide (Nb₂O₅) = 1.431

[5] Total Rare Earth Oxides (TREO) refers to the sum of the oxides of rare earth elements, which include: Lanthanum Oxide (La₂O₃), Cerium Oxide (CeO₂), Praseodymium Oxide (Pr₆O₁₁), Neodymium Oxide (Nd₂O₃), Samarium Oxide (Sm₂O₃), Europium Oxide (Eu₂O₃), Gadolinium Oxide (Gd₂O₃), Terbium Oxide (Tb₄O₇), Dysprosium Oxide (Dy₂O₃), Holmium Oxide (Ho₂O₃), Erbium Oxide (Er₂O₃), Thulium Oxide (Tm₂O₃), Ytterbium Oxide (Yb₂O₃), Lutetium Oxide (Lu₂O₃), and Yttrium Oxide (Y₂O₃).

[6] Magnetic Rare Earth Oxides (MREO) refers to the sum of the oxides of rare earth elements with magnetic properties, which include: Praseodymium Oxide (Pr₆O₁₁), Neodymium Oxide (Nd₂O₃), Terbium Oxide (Tb₄O₇), and Dysprosium Oxide (Dy₂O₃).