APEX CRITICAL METALS CORP.
For the period ended Jul 31, 2026. Filed Oct 30, 2026.
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The yearly report of certain Canadian companies, filed under a joint US and Canadian system. It is the main yearly account these companies give US investors, largely as filed in Canada.
FY2026 · Filed Oct 30, 2026
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Contents
EX-99.1 · PRELIMINARY NOTES
PRELIMINARY NOTES
In this Annual Information Form ("AIF"), references to the "Company", "Apex", "APXC", "its", "we", "us", "our", or related terms in this AIF refer to Apex Critical Metals Corp. and, where the context requires, its wholly-owned subsidiary, Elk Creek Rare Earth Corp. ("Elk Creek").
Unless otherwise stated or indicated, all information in this AIF is as at July 31, 2026, being the end of the Company's most recently completed financial year, and information regarding events subsequent to July 31, 2026 is presented as at the date of this AIF.
Common shares without par value in the authorized capital of the Company are referred to as the "Common Shares", American depositary shares, each representing six Common Shares, are referred to as "ADSs", Common Share purchase warrants are referred to as "Warrants", incentive stock options exercisable to acquire Common Shares are referred to as "Options", and restricted share units are referred to as "RSUs". The numbers of Common Shares, Warrants, Options and Units (as defined herein) set forth in this AIF have been adjusted to reflect the Capital Adjustments (as defined herein).
Financial Statements and Management's Discussion and Analysis
This AIF should be read in conjunction with the Company's audited consolidated annual financial statements for the financial years ended July 31, 2026 and July 31, 2025 (the "Financial Statements"), as well as the accompanying management's discussion and analysis ("MD&A") for such periods. The Financial Statements and MD&A are accessible online under the Company's profile on the System for Electronic Data Analysis and Retrieval Plus ("SEDAR+") atwww.sedarplus.ca and, as applicable, on the United States of America (the “US” or “United States”) Securities and Exchange Commission's (the "SEC") Electronic Data Gathering, Analysis and Retrieval system ("EDGAR") atwww.sec.gov.
Currency
Unless otherwise stated or indicated, references to "$", "C$" or "dollars" in this AIF are to Canadian dollars, references to "US$" are to United States dollars and references to "€" are to euros.
Documents Incorporated by Reference
Incorporated by reference into this AIF are the following documents of the Company:
the technical report entitled "NI 43-101 Technical Report on the Cap Property, BC, Canada" with an effective date of July 31, 2026, prepared by Jeremy Hanson, P.Geo., filed by the Company on SEDAR+ on August 6, 2026 (the "CAP Technical Report");
the technical report entitled "NI 43-101 Technical Report on the Rift Project, Johnson and Pawnee Counties, Nebraska, USA" with an effective date of May 15, 2026, prepared by Robin J. Wilson, B.Sc. (Hons) Geology, MAusIMM, MAIG, filed by the Company on SEDAR+ on June 16, 2026 (the "Rift Technical Report");
the information contained under the headings "Business of the Meeting - Approval of the Omnibus Plan" and "Omnibus Equity Incentive Plan" on pages 10-11 and 22-28 in the Company's management information circular dated June 8, 2026 and filed by the Company on SEDAR+ on June 18, 2026 (the "2026 Circular"); and
the Company's Audit Committee Charter attached as Appendix 1 to Schedule "A" to the 2026 Circular.
Copies of the above documents and excerpts thereof, as applicable, have been filed by the Company with the applicable Canadian securities regulatory authorities and may be obtained online under the Company's profile on SEDAR+ atwww.sedarplus.ca and, as applicable, on EDGAR atwww.sec.gov.
Scientific and Technical Information
As at the date of this AIF, the Company holds interests in several mineral properties. The Company's material mineral properties are: (i) the Rift Project (as defined herein), which is the subject of the Rift Technical Report and comprises exploration rights and options to purchase certain mineral rights covering approximately 4,390 acres (approximately 3,958 acres as at July 31, 2026) within the Elk Creek Carbonatite Complex in southeastern Nebraska, US; and (ii) the CAP property, which is the subject of the CAP Technical Report and comprises six contiguous mineral claims covering approximately 2,824.3 hectares located approximately 80 km northeast of the community of Prince George, British Columbia, together with the adjacent Carbo property, which comprises 17 claims covering approximately 2,048 hectares (collectively, the "CAP Project").** **See "Material Mineral Projects" below.
The scientific and technical information contained in this AIF has been reviewed and approved by Nathan Schmidt, P.Geo., Senior Geologist for Dahrouge Geological Consulting Ltd. ("DGC") and a "qualified person" as such term is defined under National Instrument 43-101 -Standards of Disclosure for Mineral Projects ("NI 43-101"). Certain scientific and technical information with respect to the Rift Project and the CAP Project contained in this AIF has been derived from or is based on the Rift Technical Report prepared by Robin J. Wilson, B.Sc. (Hons) Geology, MAusIMM, MAIG, and the CAP Technical Report prepared by Jeremy Hanson, P.Geo., respectively, each in accordance with the requirements of NI 43-101, copies of which have been filed by the Company with the applicable Canadian securities regulatory authorities and are available for review on the Company's SEDAR+ profile atwww.sedarplus.ca. Each of Mr. Wilson and Mr. Hanson is a "qualified person" for the purposes of NI 43-101.
References in this AIF to "REO" (rare earth oxide) mean the sum of Ce₂O₃, La₂O₃, Pr₂O₃, Nd₂O₃, Eu₂O₃, Sm₂O₃, Gd₂O₃, Tb₂O₃, Dy₂O₃, Ho₂O₃, Er₂O₃, Tm₂O₃, Yb₂O₃, Lu₂O₃ and Y₂O₃, and references to "NdPr" distribution mean (Nd₂O₃ + Pr₂O₃) / REO x 100. REO values reported in this AIF are calculated as the sum of individual rare earth oxide components and are not directly measured assay results. Individual rare earth elements are reported by the analytical laboratory in parts per million (ppm) on an elemental basis, and each element is converted to its corresponding oxide using a fixed gravimetric conversion factor based on the ratio of the molecular weight of the oxide to the atomic weight of the corresponding element, calculated as: Oxide (ppm) = Element (ppm) x Conversion Factor. The REO value reported for a given sample or interval is the arithmetic sum of the fifteen individual oxide values (ppm), converted to a percentage as: REO (%) = Σ (individual oxides, ppm) ÷ 10,000. The element-to-oxide conversion factors used by the Company are: Ce to Ce₂O₃ (1.1713); Dy to Dy₂O₃ (1.1477); Er to Er₂O₃ (1.1435); Eu to Eu₂O₃ (1.1579); Gd to Gd₂O₃ (1.1526); Ho to Ho₂O₃ (1.1455); La to La₂O₃ (1.1728); Lu to Lu₂O₃ (1.1371); Nd to Nd₂O₃ (1.1664); Pr to Pr₂O₃ (1.1703); Sm to Sm₂O₃ (1.1596); Tb to Tb₂O₃ (1.1510); Tm to Tm₂O₃ (1.1421); Y to Y₂O₃ (1.2699); and Yb to Yb₂O₃ (1.1387). These factors are consistent with those commonly applied across the rare earth exploration industry. REO values do not imply any metallurgical recovery, as recoveries have not yet been established for the Company's properties.
The individual rare earth oxide values underlying each REO grade reported by the Company for the Rift Project, including REO calculations and conversions, are available on the Company's website at www.apexcriticalmetals.com/projects/rift-rare-earth-project/#reo_disclosure. Further information regarding the drill results referred to in this AIF, including the sampling, analytical and QA/QC procedures applicable to such results, is contained in the Company's news releases in which such results were first announced, being: (i) with respect to historical drill results at the Rift Project, the news release dated October 1, 2025; (ii) with respect to the 2026 drill program at the Rift Project, the news releases dated April 7, 2026, April 28, 2026, May 6, 2026, May 15, 2026, June 22, 2026, August 12, 2026, September 8, 2026 and October 5, 2026; and (iii) with respect to the 2025 drill program at the CAP Project, the news releases dated August 27, 2025 and December 31, 2025, each of which is available under the Company's profile on SEDAR+ atwww.sedarplus.ca. Unless otherwise noted, all reported drill intercepts represent core length (apparent width), and true widths have not yet been determined.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.