“Q2 2026 was marked by greater selectivity in fertilizer purchasing across Brazilian agriculture. The underlying need for crop nutrition remained, but fertilizer affordability, restrictive financing and the expected return on each application increasingly shaped the timing and scope of purchasing decisions. In this environment, our focus is to understand customer priorities more precisely, direct our efforts toward the most relevant opportunities and shorten the path from technical validation to commercial adoption,” stated Reberth Machado, Chief Executive Officer of Verde.

“Closer customer engagement is central to that approach. Since becoming CEO, my priority has been to engage directly with Verde’s major clients, strategic B2B customers, and well-renowned agronomic advisers across Brazil. We are also seeking a stronger presence at major industry events, particularly in Sugarcane, where I bring extensive operating experience and longstanding relationships, and in composting-related segments, where our products have synergistic fit. These discussions are sharpening how we prioritize accounts, deploy commercial resources, and develop new business, with clear criteria for pricing, credit and resource allocation,” Mr. Machado added.

Second Quarter 2026 Financial Highlights

All figures are in Canadian dollars unless otherwise stated.

• Revenue in Q2 2026 was $3.4 million compared with $4.8 million in Q2 2025 and sales volume totaled 46,709 tons in Q2 2026 compared with 80,354 tons in Q2 2025. Excluding product delivery freight revenue, average revenue per ton increased to $40 from $38.
• Unit profitability remained resilient, with average gross profit per ton, excluding product delivery freight revenue, increasing to $23 from $22 in Q2 2025, even in a lower-volume environment.
• Sales and marketing and general and administrative expenses decreased by 10% in Q2 2026 compared with Q2 2025.
• EBITDA before non-cash events was $(1.2) million in Q2 2026 compared with $(0.2) million in Q2 2025.
• Net loss was $(3.6) million in Q2 2026 compared with a net loss of $(2.4) million in Q2 2025.
• As of June 30, 2026, the Company held $4.1 million in cash and $5.7 million in short-term receivables, compared with $2.4 million and $8.2 million, respectively, as of June 30, 2025.

Q2 2026 Sustainability Results

In Q2 2026, products sold by Verde had the potential to capture up to 5,605 tons of CO₂ through Enhanced Rock Weathering, with estimated net carbon removal of 3,937 tons, while also avoiding an estimated 2,336 tons of CO₂e emissions by replacing potassium chloride fertilizers. Since production began in 2018, the combined potential net carbon removal and avoided emissions total approximately 348,790 tons of CO₂. Additionally, 3,698 tons of chloride were prevented from entering soils in Q2 2026, bringing the cumulative total avoided since inception to approximately 198,132 tons.

Magnes Rare Earths and Minas Americas Highlights

During Q2 2026, Verde established Magnes Rare Earths as a wholly owned platform dedicated to advancing the Minas Americas Global Alliance project, preserving Verde shareholders’ exposure while providing focused technical and capital markets leadership. On June 16, Magnes reported assays from 253 additional drill holes, bringing the total reported to 297. The update included 10.0 metres from surface at 0.97% TREO and reinforced the repetition of shallow mineralization with an NdPr-led magnet rare earth basket and Dy/Tb support^[1].

Magnes is integrating the expanded dataset into geological modelling and metallurgical testwork. Subject to technical, financing and regulatory conditions, it is targeting maiden S-K 1300 and NI 43-101 mineral resource estimates before year-end 2026 and a preliminary economic assessment in H1 2027. Magnes also intends to pursue a future U.S. stock exchange listing, subject to applicable approvals and market conditions. The assays are head grades and do not represent recoverable grades, mineral resources, mineral reserves or project economics. Leonardo Deringer Fraga, P.Geo., an independent Qualified Person under NI 43-101, has reviewed and approved the scientific and technical information in this release (EGBC Licence No. 61611).

Brazil’s rare earth policy backdrop also became more constructive. In June, the Ministry of Mines and Energy published a study supporting the preparation of a National Rare Earths Strategy.[2] In July, the Ministry approved the National Mining Plan 2050 through Portaria MME No. 924/2026.[3] The Chamber of Deputies also approved Bill 2,780/2024, which would establish a national policy for critical and strategic minerals, and sent it to the Federal Senate for consideration.[4]

Fertilizer Market Conditions

Brazil’s agricultural input market remained under significant financial pressure in Q2 2026. The principal constraint was access to credit and working capital, which led growers, distributors and cooperatives to preserve cash, reduce commitments, and defer fertilizer purchases.

The Central Bank of Brazil reduced the Selic rate to 14.25% in June and further to 14.00% after quarter-end in August. Financing costs nevertheless remained elevated throughout Q2, and the easing implemented during the quarter had not yet translated into a broad improvement in credit availability by quarter-end.[5]

Sector credit quality also deteriorated. At the end of June 2026, a record 1,263 Brazilian agricultural businesses were in judicial reorganization, 66% more than at the end of June 2025. This increase reflected persistent financial stress across the sector, as growers, distributors and other participants across the agricultural value chain continued to face constrained liquidity, high financing costs and weaker cash generation.^[6]

The pressure was visible in the 2026/27 fertilizer buying cycle. By late May, Brazilian soybean growers had secured approximately 50% of expected fertilizer requirements, compared with more than 60% historically.[7] Customers shortened buying windows and, in some cases, reducing purchases, limiting visibility over the timing and conversion of demand.

The 2026 election year added a further planning variable. As the October presidential election approached, uncertainty over the post-election fiscal and interest-rate outlook remained in focus, while El Niño forecasts increased the risk of regional changes in planting and nutrient-application windows.^[8] Together, restricted credit, elevated sector insolvencies and political and climate uncertainty kept commercial conditions difficult throughout the quarter. For Verde, these conditions required continued discipline in credit approval, pricing and account selection.

Q2 2026 FINANCIAL RESULTS

The following table provides information about the three and six months ended June 30, 2026, compared with the three and six months ended June 30, 2025.

(1) Non-GAAP measure. EBITDA before non-cash events is calculated as operating loss before depreciation, amortization and non-cash events. Refer to the section entitled “Non-GAAP and Other Financial Measures” below.

(2) Included within General and Administrative expenses in the financial statements.

(3) Included within General and Administrative expenses and Cost of Sales in the financial statements.

Sales Performance

Revenue for Q2 2026 was $3.4 million compared with $4.8 million in Q2 2025. The decline reflected lower volume as customers shortened buying windows and, in some cases, reassessed planting expansion and planned nutrient applications in response to tighter liquidity and weaker crop economics. Verde continued to apply selective credit criteria, particularly for specialty fertilizer sales that include third-party raw materials and did not extend higher-risk terms without adequate compensation.

Looking beyond the current buying cycle, tighter global grain balances could provide a more constructive backdrop for grower economics. Reuters reported that global wheat and corn output for 2026/27 is projected to fall short of consumption, reducing the supply cushion.^[9] If this supports firmer crop prices and stronger grower cash generation, management believes fertilizer purchasing capacity and Verde’s order conversion could begin to improve during H1 2027^[10].

Gross profit   

Gross profit was $2.6 million in Q2 2026 compared with $3.5 million in Q2 2025, reflected by lower sales volume. Excluding product delivery freight revenue, average revenue per ton was $40 compared with $38, while average production cost per ton was $17 compared with $16. Despite the lower sales volume and the fixed nature of a significant portion of production costs, the Company maintained unit profitability broadly in line with the prior year, with average gross profit per ton of $23 compared with $22 and gross margin of 57% compared with 58%.

Sales, general and administrative expenses

Sales, general and administrative expenses decreased by 10% to $1.75 million in Q2 2026, compared with $1.94 million in Q2 2025. These reductions are related to supplier contract reviews, contract renegotiations, workforce reductions, and tighter discretionary-spend controls, showing that proactive actions were taken, given the current market conditions.

Allowance for expected credit losses

The Company recognized an expected credit loss expense of $0.5 million in Q2 2026, compared with a nominal recovery in Q2 2025. The charge primarily related to trade receivables from a customer that entered judicial reorganization in Brazil during the quarter.

Financial Results and Profitability

EBITDA before non-cash events for Q2 2026 was $(1.2) million compared with $(0.2) million in Q2 2025. Lower gross profit and the expected credit loss charge were partly offset by lower sales and marketing, freight and administrative expenses.

Net loss for Q2 2026 was $(3.6) million compared with $(2.4) million in Q2 2025. Net finance expense was $(1.5) million compared with $(1.4) million, reflecting the continued effect of elevated interest rates.

Basic and diluted loss per share was $(0.064) in Q2 2026 compared with $(0.046) in Q2 2025.

Liquidity, Debt and Working Capital

As of June 30, 2026, the Company held $4.1 million in cash and $5.7 million in short-term receivables. Total loan balance was $55.1 million, of which $6.8 million was due within 12 months and $48.3 million was due thereafter, with an average interest rate of 16.25% per annum.

The Company ended Q2 2026 with working capital of $1.7 million. Current liabilities were $10.0 million compared with $3.5 million as of June 30, 2025, primarily reflecting the reclassification of borrowings into current liabilities as repayments became due. The applicable repayment terms are under renegotiation.

Q2 2026 Financial Results Conference Call 

The Company will host a conference call to discuss Q2 2026 results and provide an update. Subscribe using the link below and receive the conference details by email.

The Company’s financial statements and related notes for the period ended June 30, 2026, are available to the public on SEDAR+ at www.sedarplus.ca and the Company’s website at www.investor.verde.ag/.

About Verde AgriTech

Verde AgriTech is a Brazil‑focused specialty fertilizer company listed on the TSX and OTCQX. Through its wholly owned subsidiary Magnes Rare Earths, the Company also retains exposure to the Minas Americas Global Alliance rare earth project in Minas Gerais, Brazil. 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/.

For additional information please contact:

Investor Relations

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

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

Non-GAAP and Other Financial Measures

Earnings before interest, taxes, depreciation and amortization (“EBITDA”) is not a generally accepted measure of financial performance under IFRS. Management of the Company utilizes EBITDA as a financial performance measure to assess profitability and return on equity in its decision-making. In addition, the Company, its lenders and investors use EBITDA to measure performance and value for various purposes. Investors are cautioned, however, that EBITDA should not be construed as an alternative to net loss attributable to common shareholders determined in accordance with IFRS as an indicator of the Company’s performance.

The Company’s method of calculating EBITDA may differ from other companies and, accordingly, they may not be comparable to similarly named measures used by other companies. A quantitative reconciliation of EBITDA is included below.

(1) Refer to “Non-GAAP and Other Financial Measures” section of MD&A for discussion of non-IFRS measures used in this table.

Cautionary Language Regarding Forward-Looking Statements and Other Advisories

Forward-Looking Information and Forward-Looking Statements

This news release contains “forward-looking information” within the meaning of applicable Canadian securities laws and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 (collectively, “forward-looking statements”). Forward-looking statements are made as of the date of this news release and relate to future events or performance. Often, but not always, forward-looking statements can be identified by words such as “expects,” “anticipates,” “plans,” “projects,” “estimates,” “envisages,” “assumes,” “intends,” “strategy,” “goals,” “objectives,” or variations (including negative variations) of such words and phrases, or statements that certain actions, events or results “may,” “could,” “would,” “might,” or “will” be taken, occur or be achieved.

Forward-looking statements in this news release include, without limitation, statements regarding: (i) the potential amount and timing of carbon removal and avoided emissions associated with Verde’s products; (ii) the customer-led commercial strategy under Reberth Machado, including customer engagement, account prioritization and conversion; (iii) Magnes Rare Earths, continued drilling, geological modelling, metallurgical testwork, the potential timing and publication of S-K 1300 and NI 43-101 mineral resource estimates, a preliminary economic assessment and a possible future U.S. stock exchange listing; (iv) agricultural credit conditions, fertilizer affordability, demand and Verde’s competitive position; and (v) the liquidity-preservation and creditor-engagement strategy, including payment suspensions and efforts to obtain waivers, standstill arrangements, amendments, extensions or other revised terms.

These forward-looking statements are based on management’s current expectations, estimates and assumptions as of the date hereof, including, without limitation: customer demand and purchasing behavior; the availability and cost of agricultural credit; the effectiveness of commercial initiatives; the presence and continuity of mineralization; the representativeness of assay results; the availability of equipment, laboratories, personnel and financing; metallurgical performance; receipt of required corporate, regulatory, exchange and shareholder approvals; foreign exchange rates; realized selling prices; market adoption of Verde’s products; and the Company’s ability to negotiate sustainable terms with creditors.

Forward-looking statements are inherently subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied. These include, without limitation: agricultural credit constraints; grower, distributor or cooperative insolvencies; customer concentration and collection risk; failure to execute the customer-led commercial strategy; leadership-transition and key-person risks; lower-than-expected demand, prices, margins or cash conversion; foreign-exchange and interest-rate volatility; debt defaults, creditor notices, claims or proceedings and failure to obtain acceptable revised terms; going-concern and financing risks; exploration, geological, sampling, assay, QA/QC and metallurgical variability; the possibility that exploration will not result in mineral resources or reserves; delays or adverse outcomes in technical studies, permitting, financing or a potential U.S. listing; changes in commodity markets, regulation or tax regimes; operational, infrastructure, environmental, stakeholder and labour risks; and risks affecting carbon-removal methodologies, measurement, verification, certification, permanence and pricing. Additional risk factors are described in the Company’s most recent Annual Information Form and other continuous disclosure filings on SEDAR+. The foregoing list is not exhaustive, and there can be no assurance that forward-looking statements will prove accurate.

Readers are cautioned not to place undue reliance on forward-looking statements. Except as required by applicable law, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Financial Outlook / Future-Oriented Financial Information

This news release may contain future-oriented financial information or financial outlooks (“FOFI”) within the meaning of applicable securities laws, including expectations regarding liquidity preservation, commercial execution and future operating performance. Such FOFI is provided to describe management’s current expectations and may not be appropriate for other purposes. It is based on the assumptions and subject to the risks described above, and actual results may vary materially. This release does not provide rare earth production guidance, recovery guidance, project economics or a development decision.

Currency, Units and Trademarks

Unless otherwise stated, all figures are in Canadian dollars (C$). Tonnages are metric tons.

Third Party Sources

This news release contains information concerning the Company’s industry and the markets in which it operates, which is based on information from independent third-party sources. Although management of the Company believes these sources to be generally reliable, market and industry data is inherently imprecise, subject to interpretation and cannot be verified with complete certainty due to limits on the availability and reliability of raw data, the voluntary nature of the data gathering process, and other limitations and uncertainties inherent in any statistical survey or data collection process. Management of the Company has not independently verified any third-party information contained herein.

Consolidated Statement of Profit or Loss[11]

For the three and six months ended 30 June 2026

All amounts expressed in Canadian dollars.

Consolidated Statement of Financial Position[12]

As at 30 June 2026

All amounts expressed in Canadian dollars.

^[1] Read more at: Magnes Rare Earths Reports 10 m From Surface at 0.97% TREO at Minas Americas Rare Earth Project.

^[2] Source: Brazilian Ministry of Mines and Energy (MME), “Final Report – Support for the Preparation of the National Rare Earths Strategy” (June 9, 2026).

^[3] Sources: Brazilian Ministry of Mines and Energy (MME), “Brazil Establishes a State Strategy to Transform Mineral Wealth into Sustainable Development While Strengthening National Sovereignty Through 2050” (July 2, 2026), and “MME Ordinance No. 924 of July 2, 2026 – Approval of the National Mining Plan 2050” (published in the Federal Official Gazette on July 7, 2026).

^[4] Source: Federal Senate of Brazil, “Bill No. 2,780/2024 – National Policy for Critical and Strategic Minerals” (legislative record). As of July 29, 2026, the bill remained under Senate consideration; Urgency Request No. 506/2026 had been received on July 6, 2026.

^[5] Sources: Central Bank of Brazil, “Minutes of the Meeting of the Monetary Policy Committee – Copom, 279th Meeting, June 16-17, 2026” and, “Minutes of the Meeting of the Monetary Policy Committee – Copom, 280th Meeting, August 04-05, 2026”

^[6] Source: Poder360, “Agribusiness Judicial Reorganizations Reach Record High, Up 66% in One Year” (August 4, 2026), based on the RGF-Bizdoc Monitor.

^[7] Source: Reuters, “Soaring fertilizer prices dim Brazilian farmers’ edge over U.S. rivals” (June 8, 2026).

^[8] Sources: Reuters, “Brazil’s economy forecast to grow moderately after October presidential vote” (July 13, 2026), and NOAA Climate Prediction Center, “ENSO Diagnostic Discussion” (July 9, 2026).

^[9] Source: Reuters – “Big Grain Crops Mask Shrinking Margin for Error” (July 16, 2026). Available at: Reuters article

^[10] The timing and extent of any improvement remain uncertain and would depend on a sustained improvement in grower economics.

[11] For important notes and disclosures, please refer to the Company’s Q2 2026 full consolidated financial statements and accompanying notes.

[12] For important notes and disclosures, please refer to the Company’s Q2 2026 full consolidated financial statements and accompanying notes.

The post Verde AgriTech Announces Q2 2026 Financial and Operating Results appeared first on Verde AgriTech.

THIS NEWS RELEASE IS NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES

Belo Horizonte, Brazil, and Singapore, May 20, 2026 – Verde AgriTech Ltd (TSX: NPK | OTCQX: VNPKF) (“Verde” or the “Company”), is pleased to announce a strategic reorganization designed to sharpen focus, unlock value, and position both of its businesses for their next stage of growth.

The Board of Directors has approved the formation of Magnes Rare Earths (“Magnes”), a new wholly owned subsidiary of Verde that will hold and advance the Minas Americas Global Alliance Project in Minas Gerais, Brazil. As part of this transition, Cristiano Veloso will step down as Chief Executive Officer and as a director of Verde and assume the roles of Chief Executive Officer of Magnes Rare Earths. Reberth Machado has been appointed Chief Executive Officer of Verde, effective June 1^st, 2026.

At Verde, Mr. Machado will work alongside Felipe Paolucci, who will continue as Chief Financial Officer, and Marcus Ribeiro, who will continue as Chief Revenue Officer. Together, the leadership team will focus on commercial execution, operational discipline, customer growth, and long-term profitable expansion.

Following the transition, Mr. Veloso will continue supporting Verde, on a non-exclusive external advisory basis, helping ensure leadership continuity and a successful separation of the two businesses. His support is expected to include transferring the institutional knowledge built over nearly two decades as founder and CEO, helping preserve continuity in selected long-standing stakeholder relationships where appropriate, and advising on separation-related matters between Verde and Magnes.

The Board believes this structure combines sharper strategic focus with continuity from Verde’s founder, while preserving Verde shareholders’ exposure to the potential value creation of both businesses as Magnes advances.

The Board determined that Verde’s fertilizer business and rare earths business have each reached a stage where dedicated leadership, tailored capital allocation and differentiated execution can create a clearer value proposition for shareholders. Recent public results at Minas Americas have continued to strengthen confidence in the Project’s scale and quality, while Verde has also publicly highlighted emerging channels with larger corporate customers in segments such as sugar cane and eucalyptus. The Board believes dedicated leadership on each platform is the best way to pursue both opportunities.

“Today’s announcement is about focus, continuity and value creation,” said Cristiano Veloso. “Verde now has two businesses with distinct opportunities, capital needs and execution priorities. Our fertilizer business has built a differentiated position in Brazil and now needs a Chief Executive Officer fully dedicated to commercial execution, customer expansion and profitability. At the same time, Minas Americas has advanced quickly enough that it now deserves a dedicated platform and leadership team to accelerate drilling, metallurgy, technical studies and capital-markets preparation. We believe this structure gives each business the attention it deserves while preserving shareholder exposure to both.”

“Reberth brings exactly the kind of leadership Verde needs for its next phase of growth,” Mr. Veloso added. “He is a chemical engineer with deep experience inside large-scale agro-industrial operations, including 12 years at Bioenergia do Brasil, where he served as CEO and led a major sugar-cane ethanol operation with responsibility for plant operations, farming and crop management. As Verde expands relationships with larger corporate customers, particularly in segments such as sugar cane and eucalyptus where a relatively small number of buyers can represent meaningful volume, that firsthand operating perspective is highly relevant. Verde remains deeply important to me. As founder, I am committed to helping ensure an orderly transition, transferring the institutional knowledge built over nearly two decades, and helping preserve continuity in long-standing relationships as Reberth, Felipe and Marcus lead Verde forward.”

Reberth Machado commented: “I am honored to join Verde at a moment when the Company has an opportunity to pair a differentiated fertilizer platform with a high-potential rare earths platform. Verde has built a compelling low-carbon specialty fertilizer business with strong technical differentiation and a clear opportunity to deepen penetration with larger, long-cycle customers. Having led a large agro-industrial operation, I understand how these customers evaluate productivity, reliability and return on investment. My priority is execution: strengthening strategically important accounts, deepening customer relationships, enhancing operating discipline and positioning Verde for long-term profitable growth. I look forward to working with Felipe and Marcus, and to benefiting from Cristiano’s knowledge and support during the transition.”

“Minas Americas has advanced rapidly, and recent results continue to strengthen our confidence in the scale and quality of the discovery,” Mr. Veloso added. “Magnes will provide a dedicated platform to accelerate technical de-risking, resource definition and strategic development at Minas Americas, while Verde shareholders continue to participate in that progress through Magnes’ ownership by Verde.”

The Company intends for Magnes to pursue a separate listing on a U.S. stock exchange, subject to market conditions, corporate approvals, applicable regulatory requirements, and any required shareholder approvals.

Verde believes this structure creates a clearer value proposition for shareholders: a dedicated, Brazil-focused specialty fertilizer business under focused operating leadership, alongside continued exposure to a fast-advancing rare earths platform. The Company also believes Magnes can advance Minas Americas from a strong starting point by leveraging Verde’s established operational platform and regional experience in Minas Gerais.

Corporate Reorganization Update Conference Call

The Company will host a conference call to discuss corporate reorganization and leadership transition. Subscribe using the link below and receive the conference details by email.

About Magnes Rare Earths

Magnes Rare Earths is created to advance the Minas Americas Global Alliance Project in Minas Gerais, Brazil. Magnes is intended to serve as Verde’s dedicated rare earths platform and, subject to market conditions and applicable approvals, to pursue a future listing on a U.S. stock exchange.

About Reberth Machado

Reberth Machado is a chemical engineer with 25 years of experience in project management, technology and business development, production and operations, and executive management. His international experience spans Canada, Germany, the United States and Brazil, and sectors including pharmaceuticals, energy, engineering and biofuels. Most recently, he served as Senior Manager, Corporate and Business Development at Steeper Energy, where he worked on commercialization opportunities in the renewable energy sector. Prior to that, Mr. Machado spent 12 years at Bioenergia do Brasil, including as Chief Executive Officer, where he led a major sugar-cane ethanol production facility in Brazil with responsibility for plant operations, farming and crop management. Earlier in his career, he served as Manager of Business Development and Technologies at Sherritt International in Canada and, before that, at ThyssenKrupp Uhde GmbH in Germany, where he was part of the executive team responsible for developing the company’s operations in the United States. He holds an MBA from the University of Alberta and an Advanced Management Degree from Harvard Business School.

About Verde Agritech

Verde AgriTech is a Brazil-focused specialty fertilizer company listed on the TSX and OTCQX. The Company is advancing the Minas Americas Global Alliance rare earth project in Minas Gerais, Brazil, leveraging its operational platform and regional experience to accelerate exploration and technical de-risking.

Forward-Looking Statements

This news release contains forward-looking information within the meaning of applicable Canadian securities laws, including statements regarding the Company’s intention to seek a listing of its securities on a U.S. securities exchange, the anticipated benefits of such listing, and the timing, approval and completion of such listing. Forward-looking information is based on management’s current expectations, estimates, assumptions and beliefs, including assumptions regarding market conditions, regulatory review, exchange approval, the Company’s satisfaction of applicable listing standards and the absence of material adverse changes. Forward-looking information is subject to risks and uncertainties that could cause actual results to differ materially, including risks that the Company may not satisfy applicable listing requirements, may not obtain required regulatory or exchange approvals, may determine not to proceed with the listing, or may experience delays due to market, regulatory or other factors.

This news release contains forward-looking information within the meaning of applicable securities laws, including statements regarding: the formation of Magnes; the leadership transition described herein; the board changes described herein; the intended role of Magnes in advancing Minas Americas; the expected provision of Mr. Veloso’s external advisory support to Verde; the potential benefits of the reorganization; and the intention to pursue a future U.S. stock exchange listing for Magnes. Forward-looking information is based on management’s current expectations, assumptions and estimates and is subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied in such forward-looking information. These factors include, among others, the ability to complete the reorganization on the expected terms or timeline, the receipt of required approvals, market conditions, availability of financing, exploration and metallurgy results, technical study outcomes, and general economic, regulatory and business conditions. Readers are cautioned not to place undue reliance on forward-looking information. The Company undertakes no obligation to update forward-looking information except as required by applicable law.

For additional information please contact:

Investor Relations

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

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

The post Verde AgriTech Announces Formation of Magnes Rare Earths and Leadership Transition to Sharpen Focus and Unlock Value Across Two Distinct Growth Platforms appeared first on Verde AgriTech.

“The signing of this agreement with Verde demonstrates the potential of UNDO’s end-to-end platform in activating Enhanced Rock Weathering projects globally at pace. By combining Verde’s exceptional mineral resources and operational capacity in Brazil with UNDO’s ERW measurement and technology expertise, we’re creating a blueprint for scaling durable carbon removal. This collaboration is showing that when you bring together complementary strengths, ERW can scale quickly to deliver the gigatonnes of removal the world urgently needs.”– Jim Mann, CEO and Founder, UNDO Carbon 

“Today’s exclusive agreement with UNDO creates a clear path to turn Verde’s Enhanced Rock Weathering activities into a ​scalable revenue stream​,” commented Cristiano Veloso, Founder and CEO. “By combining our glauconitic siltstone products and established operations in Brazil with UNDO’s award‑winning expertise in measurement, reporting, and verification, we aim to originate and deliver durable, high‑quality carbon removal credits aligned with global best practices, including leading Enhanced Rock Weathering methodologies.” 

This exclusive agreement represents Verde’s first step into the carbon credit market, establishing a clear      framework to monetize Enhanced Rock Weathering, which aims to deliver on the Company’s objective of clearly outlining a new product and business stream through its ERW activities. For UNDO, its objective focuses on securing a reliable source of high-quality ERW feedstock and a pathway to scalable CDR from Verde’s ERW activities in Brazil. 

UNDO is a world-leading carbon dioxide removal project developer ​pioneering​ ERW to remove CO₂ from the atmosphere. They spread crushed silicate rock on agricultural land, accelerating the natural weathering process and enriching soil health.  

In April 2025, UNDO was named one of four global winners of the $100 million XPRIZE Carbon Removal competition (funded by the Musk Foundation), which aims to accelerate carbon dioxide removal technologies to address climate change at scale.1       

To date, UNDO has spread over 313,800 tonnes of silicate rock, enriching 54,400 acres of agricultural land across 398 farms, which is set to permanently remove approximately 69,000 tonnes of CO₂ across three continents. With the backing of leading brands such as Microsoft, Barclays, British Airways and McLaren, UNDO is well-positioned to spread millions of tonnes of mineral-rich silicate rock annually, an important step towards the billion-tonne scale needed to meet the urgent climate challenge. 

Partnership Benefits 

By combining complementary expertise and resources, the agreement supports Verde and UNDO in capturing market share and strengthening their competitive advantage, thereby supporting innovation and project execution, opening the door to scalable solutions that deliver benefits to both parties. 

Notable benefits to Verde include: 

• UNDO’s experience in designing and implementing Enhanced Rock Weathering projects; 

• UNDO technology platform to collect and organize operational and measurement data; 

• Access to UNDO’s proprietary and patent-pending measurement protocols for reliable MRV (Measurement, Reporting, and Verification) of carbon removal through ERW; 

• UNDO’s established relationships with carbon removal buyers; and 

• UNDO’s expertise in quantifying and certifying carbon removal credits, with the ability to package projects for verification. 

Notable benefits to UNDO include:  

• ​​Access to Verde’s substantial ERW feedstock;​ 

• Access to Verde’s agricultural network in Brazil for ERW activities, where ERW feedstock is applied; 

• Local operational deployment capacity, including mineral processing/crushing, haulage, spreading, and field operations, including but not limited to soil sampling; and 

• Verde’s local knowledge of the agricultural landscape, agronomic conditions, and climate records in Brazil. 

In mid-2023, Verde announced its plan to sell carbon credits to major international companies seeking to offset their carbon emissions (see press release dated July 27, 2023). This initiative builds on Verde’s existing fertilizer operations and introduces a complementary revenue stream based on the sale of verified, durable carbon removal credits generated through Enhanced Rock Weathering (ERW) using Verde’s glauconite-rich silicate rock. ​     ​​ ​ 

​​Warrant Grant​ ​​ 

In connection with this agreement, Verde will grant UNDO up to 1.7 million common share purchase warrants (the “Warrants”), allocated as: 

• Initial Warrants: 100,000;  

• Additional Warrants: 1,000,0000; and   

• Incremental Success-Based Warrants: 600,000. 

The exercise price (“Exercise Price”) of each Warrant will be 120% of Market Price2 and, in any event, not less than the minimum price permitted by TSX policies at the time of grant. 

Each Warrant will be exercisable for a period of three (3) years from the Grant Date,3 subject to earlier expiry under §10. Warrants Shares are subject to a 12-month contractual lock up from the date of issuance, in addition to any statutory or TSX hold periods and legends. Unvested Warrants are non transferable. Vested Warrants may be transferred only with the Company’s consent (not to be unreasonably withheld), except transfers to the Holder’s Affiliates are permitted with notice; in all cases, transfers remain subject to securities law and TSX restrictions. 

Initial Warrants vest pro rata as and when the Company receives cash consideration under Qualified Offtakes4 priced at a Weighted Average Price ≥ US$350/tCO₂, up to a Dollar Target of US$1,000,000. Fractional vesting is permitted; vesting in this tranche completes once its Dollar Target is fully satisfied. 

Additional Warrants after Initial Warrants conditions are fully satisfied, this tranche vests pro rata as and when the Company receives additional Cash Consideration under Qualified Offtakes priced at a Weighted Average Price ≥ US$300/tCO₂, up to a Dollar Target of US$39,000,000. 

Incremental Success Based Warrants after Additional Warrants conditions are fully satisfied, this tranche vests pro rata as and when the Company receives additional Cash Consideration under Qualified Offtakes priced at a Weighted Average Price ≥ US$250/tCO₂, up to a Dollar Target of US$60,000,000. 

The Company reserves the right to accelerate the expiry of vested Warrants only (unvested Warrants will remain unaffected) to a date 30 days following written notice, provided that the 20-day volume-weighted average trading price (“VWAP”) of the Company’s shares on the TSX equals or exceeds C$2.00 at any time after the Grant Date and TSX acceptance. The notice will specify the calculation period and the revised expiry date. 

– ENDS –  

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: https://verde.ag/en/home​. ​​ 

​​Because Verde’s existing mining, processing, and distribution infrastructure can be leveraged for ERW deployment, the initiative requires minimal incremental capex and allows for rapid scaling to high-margin carbon revenues. ​​     ​​ ​ 

ABOUT UNDO 

​​UNDO is a pioneering nature-based carbon dioxide removal company with an ambition to remove over one billion tonnes of atmospheric CO₂ in accessible, affordable, nature-friendly ways. Since 2022, UNDO has worked at the cutting edge of science alongside experts in the climate, carbon and agricultural sectors to develop an enhanced rock weathering technology which accelerates natural weathering processes to remove carbon from the atmosphere while bringing soil and crop benefits to agricultural communities. The UNDO operational, scientific and technical model leverages existing infrastructure, with a carbon efficiency of greater than 90 percent, allowing UNDO to quickly scale operations whilst offering carbon removal at competitive prices.​​​ 

​​UNDO’s success-based warrants directly link equity participation to verified carbon credit revenue milestones, ensuring strict value alignment with Verde shareholders.​ 

ABOUT ENHANCED ROCK WEATHERING  

Enhanced rock weathering is the acceleration of natural rock weathering, whereby the CO₂ in rainwater interacts with silicate rocks (e.g. basalt, wollastonite), mineralizes and is safely stored as solid carbon for hundreds of thousands of years. To speed up this natural geological process, UNDO spreads crushed rock, sourced from the mining and quarrying industry, on agricultural land. As this mineral-rich rock breaks down, it releases nutrients, stabilizes soil pH, and increases crop yield. The IPCC 2022 Mitigation of Climate Change report suggests that enhanced rock weathering, if scaled, could remove up to 4 billion tonnes of CO₂ per year – equivalent to 40% of global CO₂ removal targets. 

CAUTIONARY LANGUAGE AND FORWARD-LOOKING STATEMENTS  

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 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. 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”, “believes”, “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.  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 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; changes to the potential benefits, applications, and commercial impact of the Company’s patented products and production process, protection and enforcement, and risks regarding the anticipated benefits of the MOU, the timing, scope, and success of Enhanced Rock Weathering (ERW) projects, the generation of carbon credits, and the collaboration between Verde and UNDO; and the additional risks described in Verde’s Annual Information Form filed with SEDAR+ in Canada (available at www.sedarplus.com) for the year ended December 31, 2024. 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 

or 

Jim Mann, Chief Executive Officer and Founder 

Email: hello@un-do.com 

www.un-do.com 

The post Verde AgriTech Enters Exclusive Carbon Credit Partnership with UNDO appeared first on Verde AgriTech.

Highlights

• Best leachates (0.5M (NH₄)₂SO₄, 30 min): up to 667 mg/kg of DREO (total desorbable rare earth oxide (“DREO”) and up to 278 mg/kg of magnetic rare earth oxide (“MREO”) (Nd+Pr+Dy+Tb), showing ionic adsorption behaviour and demonstrating strong magnet-REE proportion in these initial tests.
• NdPr in leachate up to 268 mg/kg (PT‑36), with Dy+Tb up to 9 mg/kg; multiple trenches exceed 150 mg/kg MREO in PLS.
• Head grades are high and laterally continuous: top MREO samples range 1,306–2,182 ppm, within 6,081–8,930 ppm TREO.
• Ultra-low contaminants in PLS: Th and U not detected in the best intervals; Fe and Al minimal, supporting selective ion-exchange.

Top Leachate Intervals and Matching Head Grades

Table 1 – Top Disordable Intervals

Notes: DREO and element grades above are measured directly in the primary leach solution (PLS) from ion-exchange tests; Head grades are from the same trench intervals. ND = not detected.

Magnet REEs dominate the leachate (>40% of dissolved REO). The magnet rare‑earth oxides (MREO = Nd₂O₃ + Pr₆O₁₁ + Dy₂O₃ + Tb₄O₇) constituted over 40% of the dissolved REO in Verde’s best PLS samples—an exceptional selectivity for the value‑driver elements. Quantitatively, PT‑36 returned DREO of ~667 mg/kg with MREO of ~278 mg/kg (≈41.7% MREO; NdPr ~268 mg/kg; Dy+Tb ~9 mg/kg). PT‑34 (1–2 m) showed DREO of ~578 mg/kg and MREO of ~240 mg/kg (≈41.5%), while PT‑42 (0–1 m) reported DREO of ~383 mg/kg and MREO of ~167 mg/kg (≈43.6%). This >40% MREO share—paired with very low Th/U and minimal Fe/Al (iron/aluminium) in solution—indicates high‑value, magnet‑grade enrichment in the leachate and provides a strong technical basis for efficient downstream upgrading to tight‑spec mixed rare earth carbonate (MREC).

Cerium is selectively suppressed in solution. Under the diagnostic 0.5 M ammonium‑sulfate, 30‑minute leach screen, cerium consistently reports at very low concentrations in the primary leach solution (PLS) relative to the head composition—an ionic‑clay hallmark that materially simplifies downstream purification. in Verde’s top intervals, CeO₂ in PLS ranges ~16–91 mg/kg, while the dissolved‑REE (DREO) totals 383–667 mg/kg ; that means cerium represents only ~4–14% of dissolved REO in these best samples. For example, at PT‑36 (0–1 m) the head assay carries ~3,563 ppm CeO₂ within 7,181 ppm TREO, yet the PLS contains ~91 mg/kg CeO₂ against ~667 mg/kg DREO (≈14% Ce in solution). At PT‑34 (0–1 m) and PT‑34 (1–2 m), CeO₂ in PLS is ~16–28 mg/kg versus ~383–578 mg/kg DREO (≈4–5% Ce in solution), further confirming preferential desorption of magnet REEs over cerium under mild conditions. Th and U are at or below detection; iron (Fe) is not detected in the best PLS, reinforcing a clean leach signature.

Ionic‑Clay Rare Earths — Rarer Geology, Higher Strategic Appeal, and Why “Clean” Clays are King
Ionic‑adsorption clays (IACs) are geologically rarer than hard‑rock rare‑earth systems. They form only where REE‑bearing source rocks have been deeply weathered for long periods in warm, humid climates, where the right clay minerals can weakly adsorb REEs and where stable landscapes preserve these horizons close to surface. Those conditions occur in limited belts globally, which is why confirmed IAC districts command outsized strategic interest. Moreover, they are shallow, soft, and tightly aligned to the magnet‑grade demand story powering EVs, robots, and wind.

From a developer’s risk lens, well‑behaved ionic clays can mitigate key execution risks. Their near‑surface, free‑digging nature reduces mining complexity; ambient‑condition desorption allows compact, modular buildouts; and faster test‑iterate cycles are possible if early metallurgy confirms ionic behavior and a “clean” liquor. Cleanliness is king in ionic clays. IAC domains that co‑dissolve fewer contaminants (e.g., Fe/Al/Mn/alkalies) typically need fewer purification stages, consume less reagent, simplify residue handling, and enable a tighter‑spec mixed rare earth carbonate (MREC) that downstream processors prize. The upshot: lower impurity loads can translate into simpler, smaller circuits and materially lower capital intensity than high‑impurity clay variants—accelerating credible pathways to marketable concentrate. The project ultra-low contaminants in PLS are illustrated in Table 2.

Table 2 – Weight Percent (Wt%) of Key Impurities in PLS for Top Disordable Intervals

Light, Heavy or Magnet?

Rare earth elements are often labeled “light” (La–Gd) and “heavy” (Tb–Lu, plus yttrium), but the market does not split that neatly and definitions vary among authorities. Deposits coproduce a basket of elements, so outputs are governed by geology and processing rather than preference. Many heavy rare earths feed small, highly specialized uses—laser media, medical imaging crystals, specialty optics—where ultra‑tight purity and performance specs drive qualification and price. High unit prices, in other words, reflect specification intensity and tiny volumes, not large underlying markets.

What sets market scale and strategic relevance are the magnetic rare earths. NdPr form the backbone of high‑performance Nd‑Fe‑B magnets, while small additions of dysprosium or terbium (Dy/Tb) enable high‑temperature resilience. These magnets are critical in EV drivetrains, robots, wind turbines, and advanced industrial systems, with few practical substitutes at comparable torque density and efficiency—and supply chains remain geographically concentrated. As a result, magnetic REEs—especially NdPr, with Dy/Tb where needed—are the primary demand drivers and the most strategic focus across the value chain.

How Minas Americas Compares (Head Grade and Leachate) to Aclara’s Carina Project (Brazil)

Head grade (oxide ppm): Aclara’s Carina Indicated Resource (Grand Total) reports Nd₂O₃ ~221 ppm, Pr₆O₁₁ ~63 ppm, Dy₂O₃ ~38.9 ppm and Tb₄O₇ ~6.4 ppm (~329 ppm MREO) within 1,1452 ppm TREO. The Project selected trench intervals show materially higher head grades (e.g., PT‑34: 2,182 ppm MREO within 8,615 ppm TREO).

Leachate (PLS) concentrations: Aclara disclosed average high‑grade RC intervals of ~434 mg/kg DREO with ~129 mg/kg NdPr and ~22 mg/kg Dy+Tb (~152 mg/kg MREO). The Project’s best intervals yield up to 667 mg/kg DREO and up to 278 mg/kg MREO (NdPr to 268 mg/kg), exceeding those averages on a strictly apples‑to‑apples basis. This like‑for‑like comparison is summarized in Table 3 and illustrated in Figures 1-3.

Table 3 – Verde – Minas Americas vs.Aclara – Carina

Figure 1 – Minas Americas vs. Carina – Head REO Results

Figure 2 – Minas Americas vs. Carina – Disordable Results

Figure 3 – Minas Americas vs. Carina – NdPr in DREO Results

Aclara’s head grades above are averaged over a large Indicated Resource; the Project results are early‑stage trench intervals. Nonetheless, on a leachate concentration basis (what goes into the plant), the Project’s best PLS magnet grades are competitive to superior while maintaining exceptionally low impurities.

* Aclara Resources Mineração Ltda.; GE21 Consultoria Mineral. Carina Rare Earth Element Project — Preliminary Economic Assessment Update. GE21 Project No. 240205. May 3, 2024. 322 p.

Metallurgy: Why the First SGS Screen is Conservative and Why Stage Two Testing Lifts Recoveries

All leach results reported today come from an SGS Geosol screening test designed to answer a simple question: Are the rare earths ion adsorbed and therefore readily exchangeable? To keep that diagnostic clean and comparable, the procedure intentionally uses a single, short leach (0.5 M ammonium sulfate, ~30 minutes) on the as received, screened material and then reads the dissolved rare earths in the solution. It does not attempt to maximize extraction. In our program, SGS applied method ICM694 (0.5 M (NH₄)₂SO₄; 30 minute contact) after routine sample prep; results are reported as oxides (REO). This is the right first step for ionic clay projects because it isolates the exchangeable fraction and demonstrates low impurity solubilization. For example, in sample OB56 the leachate contained ~383 mg/kg TREO including ~127 mg/kg Nd₂O₃ and ~29 mg/kg Pr₆O₁₁, with Th and U near detection limits—evidence of selective ion exchange with minimal contaminant carryover under very mild conditions.

Because this diagnostic is purposefully mild, it under reports what a plant level flowsheet can achieve. Several built in limitations suppress extraction: (i) a single short contact rather than multiple counter current stages; (ii) fixed ionic strength (0.5 M) and no pH ramping to keep clays dispersed and prevent readsorption; (iii) no pre conditioning/attrition to expose exchange sites; (iv) no residence time optimization or temperature control; and (v) no recycle/bleed management of the leach liquor. In practice, proper metallurgical testing for ionic clays moves to staged agitated and/or percolation leaching with controlled pH (typically mildly acidic), optimized solid–liquid ratios, higher or stepped salt strengths, dispersants to limit flocculation, and counter current washing. These steps systematically (1) access additional exchange sites, (2) prevent rare earth readsorption as the solution becomes depleted, and (3) concentrate REE in solution while continuing to show low co leaching of Al/Fe/Si. Our initial dataset already points to that selectivity: major gangue oxides are very low in solution, and radioactive/penalty elements are at or near zero—favorable foundations for scaled processing.

What to expect next: Stage two metallurgical work for Verde’s Preliminary Economic Assessment, expected to be released in Q2 2026, will therefore implement multi-stage, counter current leaching and washing sequences (agitated and column), pH/ionic strength profiling, residence time optimization, and dispersion control. The objective is to translate today’s conservative, single pass screen into materially higher extractions of NdPr, Dy and Tb in line with commercial ionic clay practice—while preserving the clean impurity profile indicated by the SGS screen. As those flowsheet elements are introduced, recoveries typically step up materially from the initial screen because we are no longer constrained by a one and done 30-minute contact at fixed strength. We will report those stage two results as they are completed.

QA/QC and Qualified Person

Sample preparation and analytical methods. Samples were analyzed by SGS Geosol Geosol Laboratórios Ltda. (Vespasiano, Brazil), an ISO/IEC 17025:2017-accredited and independent commercial laboratory. For total element concentrations, samples underwent lithium metaborate fusion with ICP-OES/ICP-MS finish (SGS method codes IMS95A/ICP95A). Selective leachates were prepared using a 0.5 M ammonium sulfate leach for 30 minutes (SGS method ICM694) with ICP-MS finish.

QA/QC. The Company inserted certified reference materials, blanks and field/pulp duplicates at ~12% of the sample stream, and monitored laboratory internal controls. The QA/QC results were reviewed by the Qualified Person and were within acceptable limits for this stage of exploration.

Qualified Person. The scientific and technical information in this news release has been reviewed and approved by José Márcio Matta Machado Paixão, FAusIMM, who is a Qualified Person as defined by NI 43-101 and is independent of the Company within the meaning of NI 43-101. Mr. Paixão has verified the data disclosed herein by reviewing laboratory certificates, QA/QC performance (blanks/CRMs/duplicates) and analytical procedures.

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: https://verde.ag/en/home.

Cautionary Language and Forward-Looking Statements

This news release contains “forward‑looking information” and “forward‑looking statements” (together, “FLI”) within the meaning of applicable Canadian securities laws. FLI relates to future events or performance and reflects management’s current expectations and assumptions. FLI in this news release includes, but is not limited to, statements regarding: the interpretation and significance of exploration and leach test results; the potential for ionic‑adsorption clay mineralization and for economic extraction of rare earth elements; the selectivity of magnet rare earths in solution and implications for processing; comparisons to other projects; anticipated metallurgical programs and flowsheet development (including staged, counter‑current leaching and washing); the expected timing, scope and outcomes of further testwork and studies (including a potential preliminary economic assessment (PEA)) currently targeted for release in Q2 2026; plans for project advancement; potential strategic initiatives and partnerships; and the timing and content of future updates.

Material assumptions

Material factors and assumptions used in developing the FLI include, without limitation: that trench and leach results are representative of broader mineralized horizons; continuity of ionic‑adsorption behaviour; scalability of laboratory procedures to pilot or commercial settings; availability and performance of reagents and process consumables; the ability to further optimize leaching, washing and impurity control while maintaining selectivity; reasonable access to the Project area, services and infrastructure; the availability of financing on acceptable terms; stable political, regulatory, community and permitting environments; sustained demand and pricing for rare earth products (including Nd, Pr, Dy and Tb); and exchange rates and operating cost inputs consistent with historical ranges.

Material risk factors

FLI is subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially. These include, without limitation: risks inherent to early‑stage exploration projects; that subsequent work may not confirm initial exploration or leach results; metallurgical risks in scaling from bench to pilot/industrial operations; sampling, analytical and interpretive uncertainties; comparisons to peer projects that may not be valid due to differences in geology, scale, test conditions, project stage or assumptions; commodity price and exchange‑rate volatility; access to capital; cost inflation and supply‑chain disruptions; availability of water, power, reagents and skilled labour; environmental, permitting, title, tenure and community risks (including Indigenous engagement); changes in laws, regulations, policies or enforcement; political and country risk; counterparty and offtake risks; and the other risks set out in the Company’s most recent Annual Information Form, MD&A and other continuous disclosure documents available under the Company’s profile at www.sedarplus.ca .

Caution to readers

Although the Company believes the assumptions and expectations reflected in the FLI are reasonable as of the date hereof, no assurance can be given that they will prove correct. Readers are cautioned not to place undue reliance on FLI. The FLI herein is made as of the date of this news release, and the Company does not undertake any obligation to update or revise such FLI except as required by applicable securities laws. The Company’s policy is to update previously disclosed material FLI as required by NI 51‑102 through subsequently filed MD&A or news releases.

Technical and NI 43‑101 Cautionary Statements

The exploration and test results reported are preliminary in nature and do not constitute mineral resources or mineral reserves as defined by National Instrument 43‑101 – Standards of Disclosure for Mineral Projects (NI 43‑101). There is no certainty that further exploration will result in the delineation of mineral resources or reserves, that any economic analysis will be completed, or that any development decision will be made.

Any discussion of a potential PEA relates to a contemplated future study. No PEA results are being disclosed in this news release. If a PEA is completed and disclosed in the future, the Company will include all cautionary language required by NI 43‑101 for any economic analysis that includes or is based on inferred mineral resources.

Reported impurity and radionuclide observations (e.g., thorium/uranium below detection in certain intervals) are limited to the methods, detection limits and sample intervals tested and may not be representative of the property as a whole.

Comparisons to other issuers’ properties and results (including Aclara’s Carina Project) are provided for context only, are based on public disclosures and/or cited technical sources, and are not necessarily indicative of results that may be achieved at the Company’s Project. Differences in geology, testwork, scale, stage of development and assumptions can materially affect outcomes.

The scientific and technical information in this news release has been reviewed and approved by a Qualified Person under NI 43‑101 as disclosed herein. Terms such as TREO, MREO and DREO are used as defined in the news release for clarity and are not CIM‑defined categories.

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

The post Verde AgriTech Confirms Ionic Adsorption with High-Value Magnet Rare Earths; Leachate MREO up to ~300 mg/kg with No Uranium Contaminant appeared first on Verde AgriTech.

Ionic clay confirmation and initial drill results expected in Q4 2025

Maiden MRE and PEA targeted in H1 2026

New rare earths project formally named

Singapore, October 14, 2025 – Verde AgriTech Ltd. (TSX: NPK | OTCQX: VNPKF) (“Verde” or the “Company”), is pleased to announce that its Board of Directors has concluded a detailed review of its recent new district-scale rare earths discovery (see press release dated October 6, 2025), alongside a review of ongoing fertilizer operations and feedback from management and shareholders. Following this assessment, the Board has approved an accelerated, cost-efficient development plan for this new project, officially named the Minas Americas Global Alliance rare earths project (the “Project”).

In addition, the Board has identified several project milestones and approved plans to finance near-term exploration plans, without compromising the Company’s low carbon specialty fertilizer business.

Upcoming Milestones for the Project

• Complete mobilization – third drill rig expected at site the week of October 20th
• Confirm ionic clay mineralization with summary of ionic adsorption diagnostics together with full leachate impurity and radiological screening (Q4 2025);
• Provide update on initial drilling (Q4 2025);
• Complete initial drilling and additional trenching; release assay results (Q4 2025);
• Release ANSTO recovery test (Q1 2026);
• Publish maiden NI 43-101 mineral resource estimate (“MRE”)(Q1 2026); and
• Publish preliminary economic assessment (“PEA”) to demonstrate economics (Mid 2026).

“Company owned rigs are now turning, with a third rig mobilizing shortly. Our in-house lab is fast tracking metallurgical testwork while leading external laboratories conduct independent validation,” commented Cristiano Veloso, Founder and CEO. “This is the same team that built and operated two mines and two industrial plants in the same region in Brazil—an execution advantage we intend to leverage. We expect to confirm the Project’s ionic clay mineralization and report initial drilling in Q4 2025, followed by a maiden mineral resource estimate and a Preliminary Economic Assessment in the first half of 2026. These programs are supported by our current liquidity—approximately $11.5 million in cash and receivables—and disciplined capital allocation. We will let the data lead and remain focused on creating value for our shareholders.”

Project Funding

Verde is fully funded to execute the initial Project work program while continuing its fertilizer operations, with approximately C$11.5 million in cash and receivables on hand, as of the date of this release.

Rare Earths Discovery Summary

On October 6, 2025, Verde reported a continuous, clay hosted rare earth mineralized zone spanning approximately 5,500 hectares across 13 mineral rights in Alto Paranaíba, Minas Gerais, Brazil. The zone was delineated through integrated mapping, geochemistry, geophysics and confirmed by trench sampling. Highlight assays include up to 8,930 ppm TREO and up to 2,182 ppm MREO, with 75 surface/trench samples averaging 743 ppm MREO (54/75 ≥ 400 ppm; 22/75 ≥ 1,000 ppm). Samples show a strong NdPr component (averaging ~19% of TREO, up to 24%) and the strong presence of dysprosium and terbium—attributes aligned with high performance magnet applications in EVs, robots and wind power.

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: https://verde.ag/en/home.

Cautionary Language and Forward-Looking Statements

This news release contains “forward-looking information” within the meaning of applicable Canadian securities legislation, including, but not limited to, statements with respect to: the significance of exploration results; the potential for economic extraction of rare earth elements; future exploration and development plans; the outcome of the Board of Directors’ review; potential partnerships, strategic alternatives, or value-maximizing structures; the advancement of the project; and the expected timing of further updates. Forward-looking information is based on management’s current expectations, assumptions, estimates, projections, and interpretations, and involves known and unknown risks, uncertainties, and other factors that may cause actual results or events to differ materially from those expressed or implied. These factors include, without limitation: risks related to exploration stage projects; the possibility that future exploration results may not support mineral resource or reserve delineation; uncertainties relating to assay and metallurgical results; operational risks inherent in mining; risks associated with maintaining licenses, permits and mineral rights; changes in laws, regulations and government policies; risks related to capital and operating costs; commodity price volatility; financing risks; and other risks described in the Company’s most recent annual information form and other continuous disclosure filings available under the Company’s profile at www.sedarplus.ca .

Readers are cautioned not to place undue reliance on forward-looking information. The Company does not undertake to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required under applicable securities laws.

This news release reports exploration results which are preliminary in nature and do not represent mineral resources or mineral reserves as defined under National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”). There is no certainty that further exploration will result in the delineation of mineral resources, mineral reserves, or that any development decision will be made. Mineralization identified to date is not necessarily indicative of future results.

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

The post Verde AgriTech Board Approves Accelerated Plan for District Scale Rare Earths Discovery appeared first on Verde AgriTech.

Near term focus is defining initial high-quality resources for the fastest viable path to production

Singapore, October 9, 2025 — Verde AgriTech Ltd. (TSX: NPK | OTCQX: VNPKF) (“Verde” or the “Company”) announces that drilling commenced on October 7, 2025 at the Company’s district scale, clay hosted rare earth discovery in Alto Paranaíba, Minas Gerais, Brazil. A second rig is scheduled to arrive on October 11, 2025, with a third rig expected to mobilize on or about October 24, 2025, enabling a three-rig program in the near term.

Program highlights:

• Three drill rig program: Drilling commenced October 7, 2025, second drill rig expected on site October 11, 2025, and last drill rig expected in two weeks.
• Fast track objective: Quickly define highest quality resources to determine the fastest viable path to production; Phase 2 drilling will expand on current drilling to delineate the full potential of the land package.
• Metallurgy: Ionic adsorption confirmation and flowsheet testwork are underway, with confirmation targeted for Q4 2025.
• Next step: Board assessment, including naming of project and expected milestones to be released October 14, 2025.

“Over the past 15 years we’ve established, in this region of Minas Gerais, the right team and equipment, lab capacity, including power and road infrastructure to advance our projects quickly,” commented Cristiano Veloso, Founder and CEO. “Building on the recently announced district scale discovery—characterized by high TREO and magnet grade MREO, with a strong NdPr share and consistent Dy/Tb in the highest-grade samples—we are accelerating this new rare earths project in a disciplined, cash efficient way that does not compromise our low carbon fertilizer business.”

Project Accelerated Timeline

The Project’s mineralized zone lies within concessions that form part of Verde’s long held potash property package, where the Company has operated for over 15 years—a platform that materially reduces start up friction, specifically as it related to:

1. People: In house, multidisciplinary teams ready for mapping, sampling and drilling; rapid field to decision cadence.
2. Equipment: Drill rigs, vehicles, field equipment and integrated IT systems for fast data capture.
3. Laboratory: Verde’s lab supports sample preparation, scout assays and metallurgical screening in parallel with external labs—shortening cycles and de risking flowsheet choices.
4. Execution Experience: In the same region, Verde has brought two mines into production and built two large scale industrial plants that are operating today.
5. Regional infrastructure: Roads, bridges and high voltage power to site have been significantly upgraded by Verde, avoiding years of typical infrastructure lead time

Next Steps

On October 14, 2025, Verde plans to publish a comprehensive Board assessment that includes the program’s formal name and a clear milestone map.

Rare Earths Discovery

Verde recently reported a continuous, clay hosted rare earth mineralized zone covering ~5,500 hectares across 13 mineral rights, delineated by integrated mapping, geochemistry, geophysics and confirmed by trench sampling (see press release dated October 6, 2025). Highlight assays include up to 8,930 ppm TREO and up to 2,182 ppm MREO; 75 trench/surface samples average 743 ppm MREO (54/75 ≥ 400 ppm; 22/75 ≥ 1,000 ppm). Samples are NdPr rich (averaging ~19% of TREO, peaking 24%) with high grade dysprosium and terbium present—attributes aligned to magnet grade applications in EVs and wind turbines.

Technical Notes, QA/QC and Qualified Person

The scientific and technical information in this release is consistent with Verde’s October 6, 2025 discovery disclosure, including laboratories (SGS Geosol), methods and QA/QC insertion rates (blanks/CRMs/duplicates). The scientific and technical information was reviewed and approved by José Márcio Matta Machado Paixão, Fellow AusIMM, a Qualified Person under NI 43 101.

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: https://verde.ag/en/home.

Cautionary Language and Forward-Looking Statements

This news release contains “forward-looking information” within the meaning of applicable Canadian securities legislation, including, but not limited to, statements with respect to: the significance of exploration results; the potential for economic extraction of rare earth elements; future exploration and development plans; the outcome of the Board of Directors’ review; potential partnerships, strategic alternatives, or value-maximizing structures; the advancement of the project; and the expected timing of further updates. Forward-looking information is based on management’s current expectations, assumptions, estimates, projections, and interpretations, and involves known and unknown risks, uncertainties, and other factors that may cause actual results or events to differ materially from those expressed or implied. These factors include, without limitation: risks related to exploration stage projects; the possibility that future exploration results may not support mineral resource or reserve delineation; uncertainties relating to assay and metallurgical results; operational risks inherent in mining; risks associated with maintaining licenses, permits and mineral rights; changes in laws, regulations and government policies; risks related to capital and operating costs; commodity price volatility; financing risks; and other risks described in the Company’s most recent annual information form and other continuous disclosure filings available under the Company’s profile at www.sedarplus.ca .

Readers are cautioned not to place undue reliance on forward-looking information. The Company does not undertake to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required under applicable securities laws.

This news release reports exploration results which are preliminary in nature and do not represent mineral resources or mineral reserves as defined under National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”). There is no certainty that further exploration will result in the delineation of mineral resources, mineral reserves, or that any development decision will be made. Mineralization identified to date is not necessarily indicative of future results.

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

The post Verde AgriTech Commences Drilling at District Scale Clay Hosted Rare Earths Discovery in Minas Gerais, Brazil appeared first on Verde AgriTech.

High-grade NdPr-rich samples return up to 8,930 ppm TREO and 2,182 ppm MREO.

22 samples return > 1,000 ppm MREO

Singapore, October 6, 2025 – Verde AgriTech Ltd. (TSX: NPK | OTCQX: VNPKF) (“Verde” or the “Company”), announces the delineation of a continuous clay hosted rare earth element (“REE”) mineralized zone (“the Zone”) in Alto Paranaíba, Minas Gerais, Brazil, covering ~5,500 hectares (or ~20 square miles) across 13 mineral rights. The Zone was delineated by integrated geological mapping, geochemistry and spectral/geophysical datasets, and confirmed by trench sampling.

Exploration Highlights:

• High-grade magnet rare earth tenor across a broad sample base: 75 surface/trench samples average magnetic rare earth oxides (“MREO”) 743 ppm, with 54/75 ≥400 ppm, 22/75≥1,000 ppm and 7/75 ≥1,500 ppm MREO.
• Total rare earths at meaningful surface tenor: Total rare earth oxides (“TREO”) averages 3,532ppm, median 3,148, with peak assays up to 8,930 ppm and 2,182 ppm MREO.
• Heavy rare earths confirmed: Top 10 MREO samples carry dysprosium oxide ~35–60 ppm and terbium oxide ~8–13 ppm, reinforcing high coercivity magnet potential alongside NdPr (see Table 1).
• Magnet critical balance: Neodymium and praseodymium (NdPr) typically contribute on average ~19% of TREO within the samples tested, peaking at 24%, with dysprosium and terbium present in higher grade samples — supportive of high coercivity magnet feed.
• Near-term catalyst: Given the significance of the discovery and potential economics, Verde’s Board of Directors is conducting a formal review and will communicate next steps within seven days.

 “This discovery demonstrates a rare earth mineralized zone of considerable size and coherence across our mineral rights. The combination of TREO and MREO enrichment highlights a compelling growth opportunity,” commented Cristiano Veloso, Founder and CEO. “We are now preparing to advance the project through a Board review to identify the best path forward to unlocking the project’s full potential.”

Table 1: Top 10 samples by MREO (incl. TREO, Nd, Pr, Dy, Tb)

MREO—dominated by NdPr, with contributions from Dy and Tb—is the core feedstock for high performance permanent magnets used in EV drivetrains, wind turbines and advanced electronics. A coherent, near surface footprint with consistent NdPr tenor is a key early indicator for scale and relevance in the REE value chain.

Beyond the strong NdPr tenor, Verde’s assays demonstrate consistent enrichment in the heavy rare earths dysprosium (Dy) and terbium (Tb) that underpin high temperature, high coercivity magnets. In the 10 highest grade MREO trench samples (1,306–2,182 ppm MREO; 6,081–8,930 ppm TREO), dysprosium oxide ranges 35–60 ppm and terbium oxide  8–13 ppm, with standout samples at trench PT-34 pairing >2,100 ppm MREO with dysprosium oxide 53–60 ppm and terbium oxide 12–13 ppm. This persistent Dy/Tb presence alongside elevated NdPr strengthens the overall magnet rare earth basket quality.

The 13 mineral claims are held by Verde and overlap with the Company’s potash resources, which have been a part of the portfolio for more than a decade.

Figure 1: Map of the Mineralized Zone

Board Review and Next Steps

Given the significance of this discovery and its potential economics—and mindful of Verde’s primary mission as a fertilizer company—the Board of Directors has initiated a formal review to determine the optimal path forward, balancing disciplined capital allocation with strategic alternatives, including targeted drilling, staged evaluation, partnerships, or other structures that preserve focus on core operations while maximizing value. As part of this process, the Board welcomes shareholder feedback through the Company’s investor relations channels and expects to issue a comprehensive update and go forward plan within the next seven days (on or before October 13, 2025).

Qualified Person

The scientific and technical information contained in this news release has been reviewed and approved by José Márcio Matta Machado Paixão, Fellow AusIMM, who is a Qualified Person for exploration results under National Instrument 43-101, Standards of Disclosure for Mineral Projects.

QAQC

Analyses were performed by SGS Geosol (Vespasiano, Brazil) using lithium-borate fusion with ICP-MS/OES (IMS95A/ICP95A method). The QA/QC program inserted 3 blanks, 3 certified reference materials (CRMs) and 3 field duplicates among 84 total submissions. Relative to the 75 primary samples (SMP), control insertion equates to 12% (each control type 4% vs. SMP count). Analytical performance was monitored using Ce, Dy, La, Nd, Pr, and Y, consistent with JORC-aligned practice.

This news release presents exploration results and does not constitute a mineral resource or reserve estimate. Forward-looking statements are subject to risks and uncertainties, and actual results may differ materially.

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: https://verde.ag/en/home.

Cautionary Language and Forward-Looking Statements

This news release contains “forward-looking information” within the meaning of applicable Canadian securities legislation, including, but not limited to, statements with respect to: the significance of exploration results; the potential for economic extraction of rare earth elements; future exploration and development plans; the outcome of the Board of Directors’ review; potential partnerships, strategic alternatives, or value-maximizing structures; the advancement of the project; and the expected timing of further updates. Forward-looking information is based on management’s current expectations, assumptions, estimates, projections, and interpretations, and involves known and unknown risks, uncertainties, and other factors that may cause actual results or events to differ materially from those expressed or implied. These factors include, without limitation: risks related to exploration stage projects; the possibility that future exploration results may not support mineral resource or reserve delineation; uncertainties relating to assay and metallurgical results; operational risks inherent in mining; risks associated with maintaining licenses, permits and mineral rights; changes in laws, regulations and government policies; risks related to capital and operating costs; commodity price volatility; financing risks; and other risks described in the Company’s most recent annual information form and other continuous disclosure filings available under the Company’s profile at www.sedarplus.ca .

Readers are cautioned not to place undue reliance on forward-looking information. The Company does not undertake to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required under applicable securities laws.

This news release reports exploration results which are preliminary in nature and do not represent mineral resources or mineral reserves as defined under National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”). There is no certainty that further exploration will result in the delineation of mineral resources, mineral reserves, or that any development decision will be made. Mineralization identified to date is not necessarily indicative of future results.

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

Appendix

The post Verde AgriTech Announces District Scale High-Grade Magnetic Rare Earths Discovery in Minas Gerais, Brazil appeared first on Verde AgriTech.