Millennial Announces "Bought Deal" Private Placement Life Offering for Proceeds of $15,250,000

Executive Summary

• Millennial Potash Corp. announced a bought‑deal private placement (“LIFE Offering”) of 5,000,000 units at $3.05 per unit for total gross proceeds of $15.25 million.
• Each unit consists of one common share and half of a common‑share purchase warrant (full warrant = two halves); warrants allow acquisition of one common share at $4.00 exercisable up to three years after closing.
• Proceeds are earmarked primarily for a definitive feasibility study on the Banio Potash Project and for general working capital.

Key Details

• Offering Size & Price: 5,000,000 units @ $3.05 per unit → gross proceeds $15,250,000.
• Unit Composition: 1 common share + ½ warrant (full warrant = right to purchase 1 common share at $4.00).
• Warrant Terms: Exercise price $4.00; exercisable any time up to 3 years from the Closing Date.
• Lead Underwriter / Bookrunner: Cantor Fitzgerald Canada Corp. (CFCC) acting as lead underwriter and sole bookrunner under a letter agreement dated Jan 19, 2026.
• Underwriter Compensation:
• Cash commission equal to 6% of gross proceeds.
• Broker’s warrants equal to 4% of the aggregate number of units sold, each warrant permitting purchase of one common share at $3.05 for a period of 36 months.
• Additional Underwriter Option: Up to an additional 15% of units may be purchased at the issue price, exercisable up to 48 hours before closing.
• Closing Date: Expected on or about January 29, 2026, subject to customary conditions and TSX‑V acceptance.
• Use of Proceeds: Primarily to fund a definitive feasibility study for the Banio Potash Project; remainder for general working capital.
• Regulatory Framework: Offering made under NI 45‑106 listed issuer financing exemption (Canada, excluding Quebec) and U.S. private placement exemptions where applicable; no statutory hold period.

Notable Quotes

• “Farhad Abasov, Chairman of the Board of Directors" – signatory confirming the announcement.