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Critical One Energy Inc. (formerly Madison Metals Inc.) (" Critical One " or the " Company ") (CSE: CRTL) (OTCQB: MMTLF) (FSE: 4EF0), a leading Canadian mining exploration company focused on critical metals and minerals, is pleased to announce that, further to the press release issued on October 8, 2025, the Company has closed an oversubscribed, non-brokered private placement and issued 7,650,000 flow-through common shares (" FT Shares ") at a price of CDN$1.00 per FT Share, for gross proceeds of CDN$7,650,000 (the " Offering ").
Gross proceeds raised from the sale of FT Shares will be eligible as "Canadian exploration expenses" that qualify as "flow-through critical mineral mining expenditures," as defined in the Income Tax Act (Canada).
In connection with the Offering, Critical One paid compensation to certain eligible finders consisting of cash finder's fees in an aggregate amount of CDN$450,300,  and 371,400 common share purchase warrants of the Company (" Finder's Warrants "). Each Finder's Warrant will be exercisable to purchase one common share in the capital of the Company at a price of CDN$1.50 per common share for a period of eighteen (18) months from the date of closing.
All securities issued pursuant to the Offering described above will be subject to a four-month and one-day hold period.
Critical One has also granted 1,035,000 stock options to directors, management and consultants priced at CDN$1.30 for a period of five years in accordance with the Company's stock option plan.
About Critical One Energy Inc.
Critical One Energy Inc. (formerly Madison Metals Inc.) is a forward-focused critical minerals and upstream energy company, powering the future of clean energy and advanced technologies. The Howells Lake Antimony-Gold Project focuses the Company's exposure on antimony, one of the most in-demand critical minerals, as well as gold, which is known to occur at numerous locations on the Howells Lake Project. Backed by seasoned management expertise and prime resource assets, Critical One is strategically positioned to meet the rising global demand for critical minerals and metals. Its mine exploration portfolio is led by antimony-gold exploration potential in Canada and uranium investment interests in Namibia, Africa. By leveraging its technical, managerial, and financial expertise, the Company upgrades and creates high-value projects, thereby driving growth and delivering value to its shareholders.
Additional information about Critical One Energy Inc. can be found at criticaloneenergy.com and on the Company's SEDAR+ profile at www.sedarplus.ca .
For further information, please contact:
Duane Parnham
Executive Chairman & CEO
Critical One Energy Inc.
+1 (416) 489-0092
ir@criticaloneenergy.com
Media inquiries:
Adam Bello
Manager, Media & Analyst Relations
Primoris Group Inc.
+1 (416) 489-0092
media@primorisgroup.com
Neither the Canadian Securities Exchange nor CIRO accepts responsibility for the adequacy or accuracy of this release.
Forward-looking Statements
This news release contains "forward-looking information" within the meaning of applicable securities laws. All statements contained herein that are not clearly historical in nature may constitute forward-looking information. In some cases, forward-looking information can be identified by words or phrases such as "may", "will", "expect", "likely", "should", "would", "plan", "anticipate", "intend", "potential", "proposed", "estimate", "believe" or the negative of these terms, or other similar words, expressions, and grammatical variations thereof, or statements that certain events or conditions "may" or "will" happen, or by discussions of strategy. Forward-looking information contained in this press release includes, but is not limited to, statements relating to the anticipated uses of the proceeds raised from the private placement described in this press release.
Where the Company expresses or implies an expectation or belief as to future events or results, such expectation or belief is based on assumptions made in good faith and believed to have a reasonable basis. Such assumptions include, without limitation, that: the Company will have the necessary resources required in order to pursue exploration activities on its mineral properties as currently expected, or at all.
However, forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from future results expressed, projected, or implied by such forward-looking statements. Such risks include, but are not limited to, the risk that the Company will not be able to proceed with currently anticipated exploration activities, and other risks described in the Company's continuous disclosure documents available on SEDAR+.
Accordingly, undue reliance should not be placed on forward-looking statements and the forward-looking statements contained in this press release are expressly qualified in their entirety by this cautionary statement. The forward-looking statements contained herein are made as at the date hereof and are based on the beliefs, estimates, expectations, and opinions of management on such date. The Company does not undertake any obligation to update publicly or revise any such forward-looking statements or any forward-looking statements contained in any other documents whether as a result of new information, future events or otherwise or to explain any material difference between subsequent actual events and such forward-looking information, except as required under applicable securities law. Readers are cautioned to consider these and other factors, uncertainties, and potential events carefully and not to put undue reliance on forward-looking information.
