Toronto, Ontario--(Newsfile Corp. - August 18, 2026) - Protium Clean Energy Corp. (CSE: GRUV) (the "Company") announces that it has closed its previously announced property purchase and sale agreement (the "Acquisition Agreement") with the beneficial owners (the "Sellers") of the Emma Prospect and the Ten O'clock Mine (see press release dated June 5, 2026).

Under the terms of the Acquisition Agreement the Company made a $200,000 payment and issued 10,000,000 common shares at a deemed price of .20 cents to the Sellers in exchange for the properties.

The transaction is subject to approval of the CSE. The Sellers are arms-length to the Company. The securities issued will be subject to a four month and one day hold from the date of issuance as well as a four month exchange hold.

Grant of Options and RSUs

The Company also announces that, effective August 14^th, 2026 (the "Grant Date"), the Board of Directors approved the grant of an aggregate of 550,000 stock options (the "Options") and 450,000 restricted share units (the "RSUs") to directors and officers of the Company as follows: Marc Branson, Chief Executive Officer and Director - 100,000 Options and 250,000 RSUs; David Shisel, Director - 100,000 Options and 50,000 RSUs; Doug Unwin, Director - 100,000 Options and 50,000 RSUs; and Kyle Appleby, Chief Financial Officer - 250,000 Options and 100,000 RSUs.

The Options are exercisable at a price of $0.135 per share and vested in full on the Grant Date, and expire five (5) years from the Grant Date on August 14^th, 2031. The Options and RSUs were granted under, and are subject to the terms and conditions of, the Company's equity incentive plan and the applicable form of award agreement approved by the Board. The grant of the Options and RSUs remains subject to acceptance by the CSE. As the grantees are directors and officers of the Company, the grants constitute related party transactions; the Company is relying on the exemptions from the formal valuation and minority approval requirements of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions available under sections 5.5(a) and 5.7(1)(a) thereof.

Cautionary Statement

This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements regarding the proposed acquisition of the Ten O'Clock Hope Mine and Emma Prospect, the satisfaction of the conditions to closing under the Acquisition Agreement, including approval of the Canadian Securities Exchange, the issuance of consideration shares, the grant of the Options and RSUs and the receipt of CSE acceptance thereof, the Company's planned exploration and evaluation activities on the properties, and the perceived potential, strategic importance and future development prospects of the properties. Forward-looking information is often identified by words such as "expects", "plans", "believes", "intends", "may", "will", "could", "should", "anticipates" and similar expressions, although not all forward-looking information contains these identifying words.

Forward-looking information in this news release is based on a number of assumptions, including, without limitation, that the parties will complete the proposed acquisition on the terms currently contemplated, that all required approvals will be obtained in a timely manner, that the Company will be able to access financing and personnel required to advance the properties, and that exploration, sampling, mapping, trenching, geophysical work and related programs will proceed as currently expected. Forward-looking information relating to the properties also reflects management's current expectations regarding the significance of historical workings, historical production references, geological interpretations, access and infrastructure advantages, and the potential for further exploration success; however, such statements are inherently uncertain and subject to significant business, economic, technical and competitive risks.

Actual results may differ materially from those expressed or implied by such forward-looking information as a result of risks and uncertainties including, without limitation: the risk that the proposed acquisition will not close on the anticipated terms or at all; the failure to obtain required regulatory approvals, including approval or acceptance by the Canadian Securities Exchange of the acquisition and of the Options and RSUs; delays in closing; risks relating to title, access, permitting, environmental matters and community or governmental approvals; risks associated with mineral exploration and development, including that exploration activities may not confirm historical interpretations or lead to the definition of mineral resources or mineral reserves; uncertainties relating to the accuracy, reliability and relevance of historical information; operational and technical risks; the availability of financing on acceptable terms; commodity price fluctuations, including tungsten prices; and general economic, market and industry conditions.

Although the Company considers the assumptions and expectations reflected in the forward-looking information to be reasonable as of the date of this news release, no assurance can be given that such assumptions or expectations will prove to be correct, and prospective investors should not place undue reliance on forward-looking information. The Company undertakes no obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable law. Readers are also cautioned that historical information referenced in this news release has not been verified as current mineral resources or mineral reserves and should not be unduly relied upon. For additional information regarding the risks and uncertainties applicable to the Company, readers should refer to the Company's public disclosure record filed with the applicable Canadian securities regulatory authorities.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/309970

Source: Protium Clean Energy Corp.