Termination of Proposed Acquisition of UPSA

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION 2014/596/EU WHICH IS PART OF THE DOMESTIC LAW OF THE UNITED KINGDOM OF GREAT BRITAIN AND NORTHERN IRELAND ("UK") PURSUANT TO THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310) ("UK MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION (AS DEFINED IN UK MAR) IS CONSIDERED TO BE IN THE PUBLIC DOMAIN.

5 November 2026 

Atlas Metals Group plc

("Atlas Metals" or the "Company")

Termination of Proposed Acquisition of UPSA

Proposed Critical Metals Acquisitions

Atlas Metals (LSE: AMG), the natural resources and energy company, announces that it has terminated the conditional share purchase agreement (“SPA”) relating to the proposed acquisition of Universal Pozzolanic Silica Alumina Ltd ("UPSA"), originally announced on 17 June 2025, with the signing of the SPA announced on 10 September 2025. The termination follows recent due diligence difficulties and actions by representatives of UPSA which the Company believes materially changes the merits and viability of the transaction. The Company is seeking to recover material amounts owed to it by UPSA.

The Company is now in advanced discussions regarding two potential acquisitions involving lithium and graphite assets in established mining jurisdictions in Africa and South America. The projects are well-funded, have the potential to generate revenues in the near term and are supported by existing technical reports.

Atlas Metals expects to enter into a period of exclusivity on both assets with the vendors shortly, during which it intends to undertake detailed due diligence on the assets and the proposed transactions. There can be no certainty that either acquisition will proceed, and the Company will make further announcements as appropriate.

Chris Chadwick, Chief Executive Officer of Atlas Metals, commented:

“Whilst we are disappointed that the proposed acquisition of UPSA has not proceeded, the Board believes that terminating the transaction is in the best interests of Atlas Metals shareholders.

"We remain focused on identifying and securing opportunities that have the potential to deliver meaningful value for Atlas Metals shareholders. The two critical metals opportunities we are currently evaluating are particularly interesting, given their exposure to lithium and graphite, their potential to generate revenues in the near term and their locations in established mining jurisdictions.

"We look forward to progressing discussions and updating shareholders as matters progress."

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