TSX Venture Exchange Approves Earthworks Industries’ Acquisition of Wokaura’s Critical Minerals Recovery IP

Earthworks Industries Inc. (EWK) (OTCQB: EAATF) announced on May 13, 2026, that it has obtained final acceptance from the TSX Venture Exchange for the acquisition of the entire Intellectual Protocol comprising the Critical Minerals Recovery System from Wokaura Art and Innovations Inc. The acquisition was executed pursuant to an Intellectual Property Assignment and Purchase Agreement dated March 1, 2026.

This arm’s length transaction marks a pivotal advancement in Earthworks’ strategic evolution, enabling the company to transition into an active, platform-driven business focused on critical minerals recovery. The acquisition provides Earthworks with the intellectual infrastructure, modular deployment model, and digital operating layer necessary to pursue near-term revenue generation alongside disciplined, capital-efficient scaling.

The Earthworks Critical Minerals Recovery System is a comprehensive platform designed for recycling and recovering critical minerals from secondary and legacy material streams. It integrates modular physical processing infrastructure with a proprietary cloud-based digital operating system, functioning as an interconnected, scalable network deployable across multiple locations and material streams.

The platform employs a hub-and-spoke deployment model, facilitating modular and repeatable facility installations near source materials. These installations can be aggregated regionally and scaled efficiently. The initial deployment will be a pilot copper recycling facility located in the Lower Mainland of British Columbia. Expansion plans include vertical growth through increased throughput, horizontal expansion via new locations, and lateral diversification into additional material streams such as precious metals, battery metals, rare earth elements, and defense-related materials.

Under the terms of the Agreement, Earthworks acquired 100% of Wokaura’s intellectual property related to the Critical Minerals Recovery System on an exclusive, perpetual, irrevocable, and worldwide basis, free of all encumbrances. The acquired assets encompass integrated recovery, processing, logistics, monitoring, and commercialization workflows; the proprietary cloud-based operating system with dashboards, analytics, and workflow logic; and all associated documentation, trade secrets, know-how, and intellectual property rights.

As consideration, Earthworks will issue up to 6,000,000 common shares to Wokaura. These issuances are subject to applicable securities laws, Exchange rules, and customary hold periods and escrow requirements. No cash consideration was paid, and no finder's fees are involved in the transaction.

In conjunction with the acquisition, Earthworks confirmed the engagement of Chad McMillan through McMillan Strategies as Strategic Advisor under an advisory agreement dated April 25, 2026. McMillan Strategies will provide advisory and consulting services for one year, with compensation including a $60,000 fee payable upon completion of a qualifying financing of at least $125,000, and $5,000 monthly fees thereafter. Finder’s fees may also be payable for transactions introduced by McMillan Strategies, subject to securities laws and Exchange policies.

Mr. McMillan is the founder of Wokaura Art & Innovations Inc. and the original architect of the Critical Minerals Recovery System now owned by Earthworks. He brings over two decades of capital markets experience, particularly in mining and resource sectors, having held executive and advisory roles including President, CEO, Director, and Strategic Advisor. He holds a Bachelor of Arts in Communications from Simon Fraser University.

David Atkinson, CEO of Earthworks Industries, stated, “Receiving final acceptance from the Exchange and closing this transaction is a defining moment for Earthworks. We now have the intellectual protocol, the deployment model, and the strategic support in place to begin building a real critical minerals recovery business. Our near-term focus is clear: deploy the pilot facility and generate first revenue. The platform is designed to scale.”

Chad McMillan added, “This system was purpose-built to address one of the most important gaps in the Western critical minerals supply chain – the lack of modular, deployable, capital-efficient and fast to move recovery capacity. Earthworks now own the platform outright and has the Exchange’s blessing to move forward. I’m excited to support the Company as it takes this protocol through commercialization and beyond.”

The demand for critical minerals such as copper, rare earth elements, lithium, cobalt, nickel, tungsten, and titanium is surging due to the rapid expansion of artificial intelligence infrastructure, electrification of transportation, modernization of defense systems, and growth in advanced manufacturing. However, refining and processing capacity remains heavily concentrated in foreign jurisdictions, especially China, creating supply chain vulnerabilities for Western economies.

In response, Canada and the United States have enacted significant policy initiatives, including Canada’s Critical Minerals Strategy and the U.S. Defense Production Act and CHIPS Act, aimed at strengthening domestic supply chain resilience. Given the lengthy timelines for new mine development, recycling and recovery platforms like Earthworks’ system are critical to closing the supply gap efficiently and sustainably.