Global Energy Metals signs LOI to acquire Luna Energy

Mr. Mitchell Smith reports GLOBAL ENERGY METALS ANNOUNCES ACQUISITION OF LUNA ENERGY AND PORTFOLIO OF HIGHLY PROSPECTIVE URANIUM AND ENERGY METAL PROJECTS Global Energy Metals Corp. has entered into a letter of intent dated Sept. 9, 2025, with Luna Energy Ltd. to acquire all of the issued and outstanding common shares of Luna, subject to the approval of the TSX Venture Exchange. Global Energy Metals is acquiring Luna and its underlying assets to significantly expand its position in the uranium sector with immediate access and direct ownership of a portfolio of highly prospective uranium projects in an underexplored yet mining-friendly jurisdiction, all at a time when nuclear power generation and the need for new sources of uranium are experiencing a revival, driven by ambitious climate goals and technology demands. Mitchell Smith, president, chief executive officer and director, commented: "GEMC is pleased to collaborate with Luna Energy in a way that is mutually beneficial and enhances our exposure to potential discoveries of uranium deposits at a pivotal time when global uranium demand, driven by the proliferation and rapid deployment of nuclear energy as a clean power source, is projected to rise significantly over the next decade. In this highly competitive uranium market; opportunities to acquire projects of this quality are rare. "The mining industry is currently undergoing a significant transformation, driven by rising demand for critical minerals, the ongoing energy transition, and greater emphasis on environmental, social and governance factors. These interconnected trends are reshaping mining investment creating a once-in-a-generation opportunity. The acquisition of Luna Energy provides Global Energy Metals with immediate access to new and exciting growth-stage exploration projects within known uranium mining camps in Paraguay. A deal of this nature is also consistent with our strategy to create a diversified, energy metals focused company built on a portfolio of quality assets, including exploration- and development-stage projects. The transaction, along with existing complementary project and equity holdings, is expected to create a competitive advantage for GEMC and differentiate us from our peers. "We look forward to completing on the transaction and will continue to update the market with next step plans for the second half of 2025." The project portfolio Starting in 2023, Luna focused its efforts on the uranium potential of the western portion of the Paran, a sedimentary basin in Paraguay. Luna is exploring uranium potential of the western portion of the Paran, focusing on areas identified by historical data from Anschutz Corp. and in proximity to two areas currently held by Uranium Energy Corp. Through significant staking of prime, prospective territory, Luna now controls one of the largest underexplored uranium land positions in South America. In addition to its uranium portfolio, Luna also holds title to a number of prospective lithium and other critical mineral assets in South America. For further information about Luna's properties, including its flagship Cabayu uranium project, please refer to Luna's website. The transaction The transaction contemplates the acquisition by Global Energy Metals of all of the issued and outstanding shares of Luna, resulting in Luna becoming a wholly owned subsidiary of Global Energy Metals. Prior to closing of the transaction and the financing as herein defined, Global Energy Metals intends to complete a consolidation of its common shares, such that 16,893,031 common shares, 881,250 options and 5,412,500 warrants of Global Energy Metals will be issued and outstanding after giving effect to the consolidation. Under the proposed terms, all the issued and outstanding shares of Luna shall be exchanged for 7,239,870 common shares in the capital of Global Energy Metals, after giving effect to the consolidation. Upon completion of the transaction, the board of directors of Global will comprise the existing directors of Global. Following completion of the transaction and at the next annual general meeting of shareholders (AGM), Luna will have the right to nominate two directors and Global will determine which two of its current directors will not stand for re-election at the AGM. The management of Global will continue to be led by the existing Global team. Certain consulting roles may be added for an interim basis or as seen fit by the board of directors of Global. Concurrent financing In connection with the transaction and upon completion of the consolidation, the parties intend to conduct a best efforts financing of up to 13,333,334 units at a price of 15 cents per unit on a postconsolidation basis, for gross proceeds of up to $2-million. Each unit shall consist of one common share of Global Energy Metals and one common share purchase warrant. Each warrant shall entitle the holder thereof to acquire an additional postconsolidation common share of Global at a price of 25 cents for a period of two years from the date of issuance. Proceeds from the financing will be used for exploration of Global Energy Metals' existing projects, advancement of Luna's uranium projects and general working capital. In connection with completion of the financing, Global Energy Metals may pay finders' fees to eligible third parties that have assisted in introducing subscribers. Completion of the proposed financing is a condition to the closing of the transaction. Immediately following the completion of the transaction and financing, it is anticipated that Global Energy Metals will have approximately 37,466,235 common shares outstanding on a postconsolidation basis. Of these, approximately 81 per cent will be held by shareholders of Global Energy Metals and investors in the financing, and 19 per cent by current Luna shareholders. Cautionary statements Investors are cautioned that the letter of intent is non-binding, and there is no assurance that the transaction will be completed as proposed or at all. Completion of the transaction is subject to a number of conditions, including, but not limited to exchange acceptance, completion of the conditions precedent thereto, including the financing, and, if necessary, shareholder approval. About Luna Energy Ltd. Luna Energy, a private company incorporated on April 26, 2021, under the Business Corporations Act (British Columbia), is pursuing uranium in one of the world's last underexplored sedimentary basins, the Paran, a sedimentary basin in Paraguay. Luna's largest shareholder is Fiduc Group (family investment office based in Argentina), owning approximately 21 per cent of the outstanding shares of Luna. Luna's Paraguayan subsidiary filed 12 applications covering 14 individual prospection permits in southeastern Paraguay, covering a total area of approximately 312,000 hectares (collectively, the Cabayu uranium project). About Global Energy Metals Corp. Global Energy Metals offers investment exposure to the growing rechargeable battery and electric vehicle market by building a diversified global portfolio of exploration- and growth-stage battery mineral assets. Global Energy Metals recognizes that the proliferation and growth of the electrified economy in the coming decades is underpinned by the availability of battery metals, including cobalt, nickel, copper, lithium and other raw materials. To be part of the solution and respond to this electrification movement, Global Energy Metals has taken a consolidate, partner and invest approach, and in doing so has assembled and is advancing a portfolio of strategically significant investments in battery metal resources. As demonstrated with the company's current copper, nickel and cobalt projects in Canada, Australia, Norway and the United States, Global Energy Metals is investing in, exploring and developing prospective, scaleable assets in established mining and processing jurisdictions in close proximity to end-use markets. Global Energy Metals is targeting projects with low logistics and processing risks, so that they can be fast-tracked to enter the supply chain in this cycle. The company is also collaborating with industry peers to strengthen its exposure to these critical commodities and the associated technologies required for a cleaner future. Securing exposure to these critical minerals powering the e-mobility revolution is a generational investment opportunity. Global Energy Metals believes now is the time to be part of this electrification movement. We seek Safe Harbor.