Anfield Energy amends credit facility with extract

Anfield Energy Inc. (“Anfield” or the “Company”) (TSX.V: AEC; NASDAQ: AEC; FRANKFURT: 0AD) announces that it has entered into an amendment and consent agreement (the “Amendment Agreement”) with Extract Advisors LLC (“Extract”) to amend the terms of an existing credit facility (the “Credit Facility”) (see the Company’s press release dated October 6, 2023, April 17, 2024 and March 18, 2025) with extract, as agent of the credit facility. Pursuant to the Amendment Agreement, Extract agreed to the proposed acquisition by the Company (the “Acquisition”) of all of the issued and outstanding securities of BRS Inc. (see the Company’s press release dated December 18, 2025) (the “Consent”).

In consideration for the consent, the Company has agreed to issue 50,000 bonus shares of common stock (the “Bonus shares“) and 500,000 bonus purchase warrants for common shares (the “Bonus warrants“), whereby each such Bonus Warrant entitles the holder thereof to acquire one common share of the Company at an exercise price of C$12.50 per share until September 26, 2028. The issuance of the Bonus Shares and Bonus Warrants will be made in accordance with TSX Venture Exchange (“TSXV“) Policy 5.1 – Loans, loan bonuses, finder’s fees and commissions. As long as the Credit Facility remains outstanding, all proceeds from the exercise of the Bonus Warrants will be used by the lender to repay the principal amount of the Credit Facility. The consent is subject to the issuance by the Company of the Bonus Shares and Bonus Warrants to be issued. The issuance of the Bonus Shares and Bonus Warrants is subject to the approval of the TSXV.

Extract and its joint actor, Extract Capital Master Fund Ltd., are company insiders. The transactions referred to in the Amendment Agreement, including the issuance of the Bonus Warrants and Bonus Shares, constitute a “related party transaction” under Multilateral Instrument 61-101 – Protection of minority security holders in special transactions (“MI 61-101“). The board of directors of the Company has determined that the transactions contemplated by the Amendment Agreement, including the issuance of the Bonus Shares and Bonus Warrants, will be exempt from the formal valuation and minority shareholder approval requirements in MI 61-101, based on the exemptions set forth in sections 5.5(a) and 5.7(1)(a) of MI 61-101 and, in connection therewith, the directors have determined that at that time in the Amendment Agreement was agreed, neither the fair market value of the subject matter nor the fair market value of the consideration for the transaction, insofar as stakeholders are involved, does not exceed 25% of the market capitalization of the Company.

About Anfield

Anfield is a uranium and vanadium development company that aims to become a leading supplier of energy-related fuels by creating value through sustainable, efficient growth of its assets. Anfield is a publicly traded company listed on the NASDAQ (AEC-Q), the TSXV (AEC-V) and the Frankfurt Stock Exchange (0AD).

On behalf of the Board of Directors
Anfield Energy Inc.
Corey Dias, CEO

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

Contact:

Anfield Energy, Inc.
Business communication
604-669-5762
contact@anfieldenergy.com
www.anfieldenergy.com

This press release contains forward-looking statements and forward-looking information (collectively, “forward-looking statements”) within the meaning of applicable Canadian securities laws. All statements, other than statements of historical fact, are forward-looking statements.

Generally, forward-looking statements can be identified by the use of terminology such as “plans”, “expects”, “estimates”, “intends”, “anticipates”, “believes” or variations of such words, or statements that certain actions, events or results “may”, “could”, “would”, “could”, “occur” or “be achieved”. The forward-looking statements contained herein may include, among other things, statements regarding the activities, events or developments that the Company expects or anticipates will or may occur in the future, including the TSXV’s approval of the issuance of the Bonus Share and Bonus Warrnts to draw, the Consent becoming effective as intended; and the acquisition is completed as contemplated.

Forward-looking statements are based on the Company’s current beliefs and assumptions regarding the outcome and timing of future events, including, but not limited to, the approval by TSXV of the issuance of the Bonus Shares and Bonus Warrants to retire, the becoming effective of the Consent and the consummation of the Acquisition. Forward-looking statements involve risks, uncertainties and other factors that may cause actual results, performance and opportunities to differ materially from those implied by such forward-looking statements. Factors that could cause actual results to differ materially from these forward-looking statements include: risks that the TSXV will not approve the issuance of the Bonus Shares and Bonus Warrants to retire as contemplated, or at all; there is a risk that the Consent will not be made effective as intended, or at all; risks that the Acquisition will not be completed as intended or at all; the risks and uncertainties associated with exploration and development; the Company’s ability to obtain additional financing, the need to comply with environmental and governmental regulations in Canada and the United States; fluctuations in the prices of raw materials; operational hazards and risks; competition and other risks and uncertainties and other factors set forth in the Company’s most recently completed year-end annual information form, as well as management’s discussion and analysis and other disclosures of risk factors for the Company, filed on SEDAR+ at www.sedarplus.ca.

Although the Company believes that the information and assumptions used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which speak only as of the date of this press release, and no assurance can be given that such events will occur within the disclosed time frames or at all. Except as required by applicable law, the Company disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.