New Age Metals Inc. (TSXV: NAM; OTCQB: NMTLF; FSE: P7J) has entered into an amending agreement with Rockport Capital Corp. (TSXV: R.P) dated effective September 29, 2026, revising key terms of their Genesis Ni-Cu-PGE property option and joint venture agreement in south central Alaska. The amendment alters what happens if Rockport elects not to proceed with an additional earn-in, removing obligations that previously applied regardless of that election. The Genesis project transaction is intended to constitute Rockport's qualifying transaction on the TSX Venture Exchange, and the amendment leaves all initial earn-in terms unchanged.

Key Points

  • New Age Metals Inc. (TSXV: NAM; OTCQB: NMTLF; FSE: P7J)
  • An amending agreement dated effective September 29, 2026 revises the additional earn-in terms under the Genesis project option and joint venture agreement with Rockport Capital Corp.
  • If Rockport does not elect the additional earn-in within 120 days, the parties will form a 50/50 unincorporated joint venture, with no further $10,000 payment, 250,000 Rockport shares, or $750,000 exploration commitment required
  • Investors should watch for TSXV acceptance, Rockport minority shareholder approval, and completion of Rockport's concurrent financing of at least $750,000

What Changed: The Additional Earn-In Election Triggers Obligations Only If Exercised

Under the original agreement, certain payment and expenditure obligations applied whether or not Rockport elected to pursue the additional earn-in. The amending agreement changes this so that the $10,000 cash payment, the issuance of 250,000 Rockport shares, and the $750,000 exploration expenditure commitment are now required only if Rockport formally elects the additional earn-in within the 120-day notice period. If Rockport does not deliver that election, a 50/50 unincorporated joint venture is automatically formed over the Genesis property, with no further financial obligations required of Rockport at that stage.

NAM's Retained Interest and Operator Role Under Both Scenarios

If Rockport declines the additional earn-in, New Age Metals will retain a 50% interest in the Genesis project rather than the 30% it would hold if the full additional earn-in were completed. NAM will remain operator throughout all project stages, earning a 4% operator service fee on exploration expenditures during the initial earn-in and an 8% fee on direct program costs at the joint venture stage. The property continues to carry an existing 3% net smelter return royalty in favour of Anglo Alaska Gold Corp., which the announcement states is unaffected by the transaction.

Initial Earn-In Terms and Qualifying Transaction Conditions Remain Intact

All initial earn-in terms are unchanged: Rockport may earn a 50% interest by paying NAM $25,000 in cash, issuing 1,000,000 Rockport common shares to NAM, and funding at least $250,000 in exploration expenditures within 12 months of closing. Completion of the qualifying transaction remains conditional upon TSXV acceptance, majority minority-shareholder approval from Rockport, and completion of a concurrent financing for gross proceeds of at least $750,000 and up to $2,000,000. The company notes there is no assurance the transaction will be completed as proposed or at all.