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ILC raises up to CAD$1 million through a non-brokered share offering

The following summarizes a financing initiative by ILC Critical Minerals Ltd. (TSXV: ILC, OTCQB: ILHMF, FSE: IAH0). The company has announced a non-brokered private placement of up to 50,000,000 common shares at CAD$0.02 per share, with aggregate gross proceeds of up to CAD$1,000,000. There are no warrants attached. This release also explains how the proceeds will be allocated and clarifies recent changes to earlier financing plans.

This offering is conditional on acceptance by the TSX Venture Exchange (TSXV). Securities issued under the placement will be subject to a four-month hold period under Canadian securities law. The company may engage finders and could pay customary fees in accordance with TSXV policies.

Offer structure and planned use of proceeds

The proceeds of this placement are intended to be split into three principal allocations: CAD$500,000 (50%) for exploration activities at the Raleigh Lake and Wolf Ridge projects, CAD$275,000 (27.5%) for general working capital, and CAD$225,000 (22.5%) for management and director fees. Any payments to investors engaged for market outreach are expected to be well below 10% of gross proceeds and will be disclosed per TSXV rules. The company has reserved the right to pay finders on part of the placement as permitted by exchange policies.

Insider participation and regulatory exemptions

Some directors and insiders are expected to subscribe for shares in this placement. Such subscriptions qualify as related party transactions under Multilateral Instrument 61-101 (MI 61-101). ILC relies on exemptions in sections 5.5(a) and 5.7(1)(a) of MI 61-101, because the fair market value of securities issued to insiders will not exceed 25% of the company’s market capitalization; therefore a formal valuation and minority shareholder approval are not required.

Changes to prior financing and option developments

ILC is withdrawing the previously announced CAD$2,500,000 private placement dated February 3, 2026. A substantial portion of that earlier raise had been allocated for an expected option exercise (by February 27, 2026) to acquire 100% of Lepidico (Mauritius) Ltd. (the Lepidico Option), a company that controlled 80% of the Karibib project in Namibia. As disclosed on March 4, 2026, ILC did not exercise the option due to delays in securing TSXV approval. Management has reassessed near-term funding needs and notes that a prior loan of CAD$510,000 to Lepidico (Canada) Inc. has been fully repaid.

Regulatory notice and distribution limits

This announcement carries the standard restriction: it is not for distribution in the United States or through U.S. newswire services. Closing of the new placement remains subject to TSXV acceptance and all securities will carry the mandated four-month hold period.

Company focus, projects and strategic outlook

Formerly known as International Lithium Corp., ILC Critical Minerals Ltd. focuses on exploration in Ontario, Canada with intentions to expand in Southern Africa. The company’s core commodity targets are lithium, rubidium and copper. ILC holds a portfolio of projects at various stages, notably the Raleigh Lake project (32,900 hectares, 100% owned) and the Firesteel copper project (approximately 6,600 hectares, 90% holding). Other assets include Wolf Ridge (pre-drilling stage) and earlier divestments where ILC retains potential milestone or net smelter royalty receipts.

Raleigh Lake economic snapshot

The Preliminary Economic Assessment (PEA) for Raleigh Lake published in December 2026 modelled lithium economics only, reporting a post-tax net present value of CAD$342.9 million and a post-tax internal rate of return of 44.3% p.a. The PEA used a spodumene price of US$2,350 per tonne and an exchange rate of 1.35. As of the beginning of April 2026, the spot spodumene price in CAD$ was slightly higher than the PEA assumption. Drilling to date has covered under 1,000 hectares of the 32,900-hectare tenure, and Raleigh Lake benefits from good access to roads, rail, and utilities.

Forward-looking statements and contacts

This release includes management’s expectations about future events and plans, which are subject to risks and uncertainties. Statements about financing timing, exploration results, commodity prices, permitting, expansion in Southern Africa, and commercial outcomes are forward-looking and depend on assumptions that may change. Readers should consult the company’s filings for a full discussion of risk factors. For inquiries: contact [email protected], [email protected] or telephone +1 236 358 9100. On behalf of the company, John Wisbey, Chairman and CEO, issued this update.

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