On July 22, 2025, the Company purchased 100% of the ordinary shares of FRE Australia, a holding company who, through its subsidiary Foothills Rare Earths, LLC, a North Carolina LLC, is a private exploration stage mining company with operations in the Harris and Talbot Counties of Georgia, United States (the “Shiloh Project”). The project area is secured through a combination of option agreements (see Note 6 – Mineral Interests). The Company accounted for the acquisition of FRE Australia as an asset acquisition that is a VIE. Substantially all of the fair value of the assets acquired was concentrated in a group of similar identifiable assets.

The Company has consolidated FRE Australia, including Southeast Metals LLC (“SEM”), which are variable interest entities, and the carrying amounts of consolidated FRE Australia’s (including SEM) assets and liabilities were as follows as of March 31, 2026 and December 31, 2025:


	March 31, 2026		December 31, 2025
ASSETS
Current assets
Cash and cash equivalents	$	2,126	$	10,922
Prepaid expenses		295		118
Total current assets		2,421		11,040
Non-current assets
Property and equipment, net		469		362
Mineral interests, which includes $2,275 related to SEM		23,379		23,327
Other non-current assets		39		42
Total non-current assets		23,887		23,731
Total assets	$	26,308	$	34,771

LIABILITIES
Current liabilities
Accounts payable	$	86	$	362
Accrued expenses		518		22
Other current liabilities		53		34
Total current liabilities		657		418
Non-current liabilities
Other non-current liabilities		14		20
Total non-current liabilities		14		20
Total liabilities	$	671	$	438

Additionally, there was a noncontrolling interest of $2,275 related to SEM upon acquisition. SEM and FRE Australia’s creditors do not have recourse to the general credit of the primary beneficiary.