Brazil Potash Announces Closing of Initial Public Offering

MANAUS, Brazil, Nov. 29, 2024 (GLOBE NEWSWIRE) — Brazil Potash Corp. (“Brazil Potash” oregon the “Company”) announced contiguous the closing of its archetypal nationalist offering (the “IPO”) of 2,000,000 of its communal shares, nary par worth per stock (“Common Shares”), astatine a terms to the nationalist of US$15.00 per share. The gross proceeds to the Company from the IPO, earlier deducting underwriting discounts and commissions and estimated offering expenses payable by the Company, were US$30.0 million. In addition, the Company has granted the underwriters an enactment to acquisition up to an further 300,000 Common Shares, for a play of 30 days from the day of the last prospectus, to screen over-allotments, if any.

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The Common Shares commenced trading connected the NYSE American connected November 27, 2024 nether the awesome “GRO”.

Brazil Potash intends to usage the nett proceeds of the offering chiefly to money its pre-operation improvement expenses, to wage its existent liabilities, and for moving superior and wide firm purposes, which volition include, among others, expenses relating to (i) obtaining and complying with its biology licenses, (ii) engineering, procurement and operation for captious way items, and (iii) different pre-development matters, specified arsenic obtaining the biology license, the mining concession, and different remaining required authorizations, permits and licenses for the Autazes Project, purchasing the remaining onshore for definite task sites, chiefly consisting of the sites to beryllium utilized for the adust stacked tailings piles, and maintaining its mineral rights.

Cantor Fitzgerald & Co., Banco Bradesco BBI S.A., Roth Capital Partners, LLC, Clarksons Securities, Inc. and Freedom Capital Markets acted arsenic underwriters successful the IPO.

A registration connection connected Form F-1 relating to the offering of the Common Shares successful the IPO was filed with the U.S. Securities and Exchange Commission (the “SEC”) and was declared effectual connected November 26, 2024. The offering of Common Shares was made lone by means of a prospectus, copies of which whitethorn beryllium obtained by contacting Cantor Fitzgerald & Co., Attention: Capital Markets, 110 East 59th Street, 6th Floor, New York, New York 10022, oregon by email astatine prospectus@cantor.com; oregon Bradesco Securities Inc., Attention: Isabella Behar, 450 Park Avenue, 32nd Floor, New York, New York 10022, oregon by email astatine bbi.ecm@bradescobbi.com.br. Copies of the Company’s registration connection tin beryllium accessed done the SEC’s website astatine www.sec.gov.

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The Company has besides obtained a receipt for a (final) basal PREP prospectus filed with securities commissions oregon akin authorities successful each of the provinces and territories of Canada, different than Québec, connected November 26, 2024. A transcript of the supplemented PREP prospectus containing pricing accusation and different important accusation relating to the Common Shares whitethorn beryllium obtained by contacting Cantor Fitzgerald Canada Corporation, Attention: Equity Capital Markets, 181 University Avenue, Suite 1500, Toronto, Ontario, Canada M5H 3M7, oregon by email astatine ecmcanada@cantor.com, and volition beryllium disposable nether the Company’s SEDAR+ illustration astatine www.sedarplus.ca.

This property merchandise does not represent an connection to merchantability oregon the solicitation of an connection to bargain immoderate securities of the Company, nor shall determination beryllium immoderate merchantability of immoderate securities of the Company successful immoderate state, province, territory, oregon jurisdiction successful which specified offer, solicitation oregon merchantability would beryllium unlawful anterior to registration oregon qualification nether the securities laws of immoderate specified state, province, territory, oregon jurisdiction. No securities regulatory authorization has either approved oregon disapproved of the contents of this property release.

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Advisors

Greenberg Traurig, P.A., acted arsenic counsel for Brazil Potash successful the United States and Wildeboer Dellelce LLP acted arsenic counsel for Brazil Potash successful Canada. Sidley Austin LLP acted arsenic counsel for the Underwriters successful the United States and Bennett Jones LLP acted arsenic counsel for the Underwriters successful Canada.

About Brazil Potash

Brazil Potash is an exploration and improvement institution with a potash mining task (the “Autazes Project”) located successful the authorities of Amazonas, Brazil. The Company’s method operations are based successful Autazes, Amazonas, Brazil and Belo Horizonte, Minas Gerais, Brazil, and its firm bureau is successful Toronto, Ontario, Canada. The Company is successful the pre- gross improvement signifier and has not yet commenced immoderate mining operations. The Company’s program of operations for the adjacent fewer years includes securing each required biology licenses for the Autazes Project, and, taxable to securing capable funds, commencing each phases of the operation of the Autazes Project.

Cautionary Note Regarding Forward-Looking Statements

This property merchandise includes forward-looking statements, which are statements that are not humanities facts. Words specified arsenic “expects”, “anticipates” and “intends” oregon akin expressions are intended to place forward-looking statements. Such forward-looking statements, including statements relating to the usage of proceeds from the IPO and the underwriters’ over-allotment option, are taxable to risks and uncertainties, galore of which are beyond the power of the Company, including those described successful the “Risk Factors” conception of the Company’s registration connection connected Form F-1, arsenic amended, for the IPO filed with the SEC and the supplemented PREP prospectus filed successful each of the provinces and territories of Canada, different than Québec. Readers are cautioned not to spot undue reliance connected immoderate of these forward-looking statements. These forward- looking statements talk lone arsenic of the day hereof. The Company expressly disclaims immoderate obligations oregon undertaking to merchandise publically immoderate updates oregon revisions to immoderate forward-looking statements contained herein to bespeak immoderate alteration successful the Company’s expectations with respect thereto oregon immoderate alteration successful events, conditions oregon circumstances connected which immoderate connection is based, unless required by law.

For much information, delight contact:

Brazil Potash Investor Relations
info@brazilpotash.com

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