Arctic Fox Announces Asset Purchase Agreement

(TheNewswire)

VANCOUVER, BRITISH COLUMBIA – TheNewswire - (January 21, 2026) –Arctic Fox Lithium Corp. (CSE: AFX / FSE: O5K)(“Arctic Fox” or, the“Company”) announces ithas entered into an asset purchase agreement dated for referenceJanuary 21, 2026 (the “Agreement”) with the holder of certain mineral claims (the“Claim Holder”) andcertain vendors (the “Vendors”) pursuant to which the Company will acquire a 100%interest (the “Transaction”) in the Shipshaw property (the “Shipshaw Property” or, the“Property”) comprising of2,685.73 hectares located in the Saguenay region of Quebec.

About the Shipshaw Property

The Shipshaw Property is a rare earth element and niobium explorationproperty located approximately 5 kilometers west of the City ofSaguenay, Québec, within the Saguenay Graben of the GrenvilleGeological Province. The Shipshaw Property is situated along the sameregional corridor as the producing Niobec Mine located approximately 5km to the north of the Property. The Niobec Mine is an undergroundniobium-producing mine in commercial production since 1976.1

The Transaction

Pursuant to the terms of the Agreement, Arctic Foxshall (i) pay to the Claim Holder a cash payment in the amount of$60,000; (ii) issue to the Vendors an aggregate amount equal to10,000,000 common shares in the capital of the Company (the“Payment Shares”); and (iii) upon the Company conducting a secondaryequity financing in excess of $1,000,000, pay an additional $40,000 tothe Claim Holder. All Payment Shares will be subject to a twelve (12)month voluntary escrow provisions (the “Escrow Period”)whereby the Vendors may not trade the Payment Shares during the timeduring the Escrow Period.  

The parties to the Agreement are arm’s length to theCompany and there are no finder’s fees payable in the Transaction. After closing the Transaction and if required pursuant to relevantsecurities laws, the Company may file a Business Acquisition Reportpursuant to National Instrument 51-102 – Continuous DisclosureObligations.

The Transaction is subject to receipt of all necessaryregulatory approvals, including, as applicable, all required filingswith the Canadian Securities Exchange (“CSE”), completionof due diligence reasonable or customary in a transaction of a similarnature, the publishing of a technical report for the Shipshaw Propertypursuant to National Instrument 43-101 - Standards of Disclosure for MineralProjects, and other conditions precedent.

Private Placement

The Company wishes to announce further that it islaunching a non-brokeredprivate placement of up to 7,900,000 units (the "Units"), at aprice of $0.11 per Unit for gross proceeds of up to $869,000.00 (the"Offering"). Each Unit will consist of one common share (a“Share”) and one commonshare purchase warrant (a “Warrant”). Each Warrant will entitle the holder to acquireone additional Share at a price of $0.15 per Share for a period of 24months from the date of issuance.

The Units will be offered: (a) by way of privateplacement in all of the provinces of Canada pursuant to applicableexemptions from the prospectus requirements under applicable Canadiansecurities laws; (b) in the United States or to, or for the account orbenefit of, U.S. persons, by way of private placement pursuant to theexemptions from the registration requirements provided for under theUnited States Securities Act of 1933, as amended(the “U.S. Securities Act”); and (c) in jurisdictions outside of Canada and theUnited States on a private placement or equivalent basis, in each casein accordance with all applicable laws, provided that no prospectus,registration statement or other similar document is required to befiled in such jurisdiction. The securities to be issued pursuant tothe Offering to purchasers in Canada will be subject to a four-monthand one day hold period in Canada pursuant to applicable Canadiansecurities laws. The Units will be offered to purchasers outside ofCanada pursuant to an exemption from the prospectus requirements inCanada available under OSC Rule 72-503 – Distributions Outside Canada and, accordingly, the securities to be issued pursuant tothe Offering to purchasers outside of Canada are not expected to besubject to a four-month and one day hold period in Canada. Thesecurities offered have not been registered under the U.S. SecuritiesAct, as amended, and may not be offered or sold in the United Statesabsent registration or an applicable exemption from the registrationrequirements. This press release shall not constitute an offer to sellor the solicitation of an offer to buy nor shall there be any sale ofthe securities in any State in which such offer, solicitation or salewould be unlawful.

The Company will use the net proceeds from the Offeringfor general working and administrative capital, costs related to theTransaction and Offering and exploration expenditures in connectionwith the Shipshaw Property and its other mineral properties.Finder’s fees may be payable in connection with the Offering.

The Transaction and Offering will not constitute a fundamental changeor change of business, within the meaning of the policies of the CSE,however, as the Transaction and Offering (on a combined basis) willresult in the Company issuing more than 100% of the current issued andoutstanding common shares, shareholder approval will be sought by theCompany pursuant to CSE Policy 4 (the “Shareholder Consent”).

About Arctic Fox LithiumCorp.

Arctic Fox Lithium Corp. is a junior mineral exploration companyfocused on the acquisition and development of mineral propertiescontaining battery and rare earth metals. The Company’s2,756-hectare Pontax North Lithium Project (“Pontax North”) is located 12 kmsouth of Allkem Ltd. (ASX/TSX: ALLKEM) (“Allkem”) James Bay Lithium Projectand 12 km north of Stria Lithium Inc.’s (CSE: SRA) Pontax LithiumProject, located in northern Québec, approximately 130 km east of theEastmain Cree Nation’s community. The Company is currently planninga second-phase exploration program at Pontax North and continues toevaluate accretive opportunities across the rare earth element andbroader critical-minerals sectors to complement and expand its projectportfolio.

For further information, please contact:

Kirby Renton, Director, President and CEO.

Phone: 306-430-8815

On behalf of the Board of Directors,

Kirby Renton

Director, President and CEO

Arctic Fox Lithium Corp.

Neither the Canadian SecuritiesExchange nor its Regulation Services Provider (as that term is definedin the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this press release.

Forward-LookingInformation: Except forstatements of historic fact this news release contains certain“forward-looking information” within the meaning of applicablesecurities law. Forward-looking information is frequentlycharacterized by words such as “plan” “expect” “project”“intend” “believe”“anticipate” “estimate” and other similar words or statementsthat certain events or conditions “may” or “will” occur.Forward-looking statements are based on the opinions and estimates at the date the statements aremade and are subject to a variety of risks and uncertainties and otherfactors that could cause actual events or results to differ materiallyfrom those anticipated in the forward- looking statements includingbut not limited to the Transaction, the Offering, the ShareholderConsent, the consideration payable under the Agreement, the filing ofa BAR and other statements contained herein. There are uncertaintiesinherent in forward-looking information including factors beyond theCompany’s control. There are no assurances that the business plansfor Arctic Fox described inthis news release will come into effect on the terms or time framedescribed herein. The Company undertakes no obligation to updateforward-looking information if circumstances or management’sestimates or opinions should change except as required by law. Thereader is cautioned not to place undue reliance on forward-lookingstatements. Additional information identifying risks and uncertaintiesthat could affect financial results is contained in the Company’sfilings with Canadian securities regulators which are available atwww.sedarplus.ca

1 https://www.mining-technology.com/projects/niobec-niobium-mine-quebec/

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