Live Energy Minerals Announces Amending Agreement with US Critical Metals for McDermitt East Lithium Project

Executive Summary

• LIVE Energy Minerals Corp. and its subsidiary LVH entered into an amendment with US Critical Metals Corp. (USCM) and US Energy Metals Inc. to transfer 100% ownership of the McDermitt East Lithium Project to USCM/USEM.
• Initial consideration includes C$25,000 cash plus 1,283,000 USCM common shares; a second tranche of C$25,000 cash and up to C$500,000 (cash or shares) is payable within 24 months.
• LIVE/LVH will retain a 2% Net Smelter Returns royalty on future production, with USCM/USEM holding an option to repurchase 1% of the NSR for C$1,000,000.

Key Details

• Amendment Date: October 3 2025 (effective upon execution).
• Initial Acquisition (50% interest):
• C$25,000 cash payable within 10 business days.
• 1,283,000 USCM common shares issued to LIVE/LVH within 10 business days (deemed price $0.30 per share).
• Final Acquisition (remaining 50% interest):
• C$25,000 cash payable within 6 months of execution.
• Up to C$500,000 payable in USCM common shares, cash, or a combination thereof at USCM/USEM’s election, due within 24 months.
• Resulting Ownership: Upon full payment, USCM/USEM will hold 100% interest in the McDermitt East Lithium Project, subject to a retained royalty.
• Royalty Retention: LIVE/LVH retain a 2% Net Smelter Returns (NSR) royalty on all future production from the project.
• Buy‑back Option: USCM/USEM may repurchase 1% of the NSR for C$1,000,000.
• Extension Shares Received: LIVE received 167,000 USCM common shares on October 6 2025 (deemed price $0.30) to grant USCM a six‑month extension on certain exploration payments under the original agreement.

Notable Quotes

“This amendment provides a clear path for USCM/USEM to acquire full ownership of the McDermitt East Lithium Project while preserving a royalty stream that continues to generate value for our shareholders,” – Adrian Smith, CEO & Director, Live Energy Minerals Corp.