What changed in this filing

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Item 1. Business

2026-03-19 compared with 2025-03-25 · 269 added, 228 removed, 185 unchanged (73% of the section changed)

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responsible manner.

We formerly developed, marketed and distributed various self-serve electronic kiosks and mall/airport co-branded

islands throughout North America.

Due to the nationwide shutdown related to the Covid-19 pandemic, we spent a portion of 2020 restructuring

and retiring certain corporate debt and obligations, and focusing on implementing a new operational direction.

the corporate reorganization and repositioning process, we found a unique opportunity to acquire mining claims that historically reported

high levels of lithium and other tech minerals.

We hired and affiliated ourselves with industry veterans that bring decades of experience,

credibility and relationships.

November 5, 2021, we acquired the rights to 102 federal mining claims located in the Lisbon Valley of Utah for $100,000 plus the future

payment of royalties based on a percentage of the net revenue from the sale of lithium produced from a portion of the mining property.

The acquisition was driven by historical mineral data from seven existing wells with brine aquifer access.

We have not yet commenced

any mining operations, and we are an exploration stage issuer, as defined in SEC Regulation S-K Item 1300 (“Regulation S-K 1300”).

An independent third-party technical report indicated that further investment and development in the claims was warranted, although no

determination has been made whether we have any reserves of minerals.

Similarly, no determination has been made whether mineralization

could be economically and legally produced or extracted.

We have no mineral reserves as defined by Regulation S-K 1300 and have had no

mining revenue to date.

July 2023, we acquired and staked additional lithium mining claims adjacent to our Lisbon Valley Project in Utah.

The new claims have

been registered with the Bureau of Land Management (BLM).

On November 5, 2021, we acquired the rights to 102 federal mining claims located in the Lisbon Valley of Utah

for $100,000 plus the future payment of royalties based on a percentage of the net revenue (2%) from the sale of all minerals produced

from this portion of the mining property.

The acquisition was driven by historical mineral data from seven existing wells with brine

aquifer access.

We have not yet commenced any mining operations, and we are an exploration stage issuer, as defined in SEC Regulation

S-K Item 1300 (“Regulation S-K 1300”).

An independent third-party technical report indicated that further investment and

development in the claims was warranted, although no determination has been made whether we have any reserves of minerals.

no determination has been made whether mineralization could be economically and legally produced or extracted.

We have no mineral reserves

as defined by Regulation S-K 1300 and have had no mining revenue to date.

July 2023, we acquired and staked additional mining claims adjacent to our Lisbon Valley Project in Utah.

The new claims have been

registered with the Bureau of Land Management (BLM).

We now own a total of 743 placer claims over 14,320 acres, comprised of the 102

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Growth Strategy

strategic goal is to become a producer of lithium in the United States.

We believe that a strategy of employing advanced brine extractive

technology methodologies for selective mineral extraction is the most cost-effective and environmentally friendly approach currently

We believe that this approach is environmentally friendly because we would not deconstruct land structures which leave dirty

tailings, but rather we would extract the desired minerals and metals from subsurface brines that re-inject the brines back down into

the aquafer to maintain pressure after lithium extraction.

We plan, as part of our sustainability goals within our overall environmental,

social and governance (“ESG”) strategy, to develop sustainable production operations.

Our plan is to develop our projects

and strategic equity investments on a measured timeline to provide the potential for both near-term cash flow and long-term value maximization.

have been executing the necessary steps to determine analytical results from our technical report, which should provide current results,

analytical, geotech modeling, aquifer modeling, recharge, flows and depth.

We have engaged RESPEC Company LLC as our geotech, engineering

and resource management partner to assist in the exploration of the Lisbon Valley brine extraction project.

Leveraging its expertise,

we will focus on several initiatives, which include the following:

strategic goal is to become a producer of lithium and magnesium in the United States.

Currently, the U.S.

has no domestic primary magnesium

production since the last facility idled in 2020 amid high energy costs, stringent regulations, and competition from low-cost Chinese

import, leaving the nation 100% import-dependent for primary magnesium metal.

We are one of only three major domestic efforts underway

to restart primary production:

alongside startups like Magrathea Metals (developing seawater electrolysis tech with DoD backing) and

Tidal Metals (pioneering zero-carbon electrical extraction from seawater brines), Our company is positioned to help rebuild a secure,

sustainable U.S.

supply chain for this critical mineral essential to defense, automotive lightweighting, and clean energy technologies.

believe that a strategy centered on advanced brine extraction technologies, specifically Direct Lithium Extraction (DLE), a process that

pumps lithium-rich brine to the surface and selectively extracts lithium on-site using sorbents, ion exchange, or membranes before reinjecting

the lithium-depleted brine back into the subsurface, represents the most cost-effective, environmentally responsible, and capital-efficient

pathway currently available for domestic lithium and magnesium production compared to traditional hard-rock mining or conventional solar

DLE enables accelerated production timelines (months rather than years), lithium recovery rates exceeding 90%, markedly

lower water consumption, a minimal surface footprint, and the ability to co-produce high-value magnesium while reinjecting spent brine

into the formation to maintain reservoir pressure and eliminate tailings entirely.

By avoiding surface disturbance and permanent land

deconstruction, this closed-loop approach aligns fully with our sustainability and ESG objectives.

We intend to develop our projects

on a measured timeline that balances near-term cash flow generation with long-term value maximization, delivering secure, low-carbon

domestic supply of these critical minerals in a manner that is both economically superior and environmentally responsible.

have been executing the necessary steps to determine analytical results for our technical report, which should provide current results,

analytical, geotechnical modeling, aquifer modeling, recharge, flows and depth.

We have engaged RESPEC Company LLC (“RESPEC”)

as our geotechnical, engineering and resource management firm to assist in the exploration of the Lisbon Valley brine extraction project

(the “Lisbon Valley Project”).

Leveraging the expertise of both our management team and RESPEC, our plan is to focus on several

initiatives, including:

of geotech, engineering, geology and fieldwork to complete technical reports on the Lisbon Valley Project;

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a well plan to re-enter, sample and test the “Superior Well,” that has a historical lithium concentration of 340 ppm

(parts per million);

(parts per million) and 74,400 ppm of magnesium;

other prospective plugged and abandoned wells, taking brine samples and performing hydrological testing at each identified high potential

zone to evaluate the properties of the clastic formation;

information is advanced, prepare technical reports following the Regulation S-K 1300 Standards of Disclosure for Mineral Projects,

initially a Preliminary Economic Assessment (PEA) and longer term, a Preliminary Feasibility Study (PFS);

the collected brines for lithium, but also for previously identified high value elements such as cobalt, manganese, magnesium, and

suites of metals in the alkaline earth metals, transition metals, and halogens group;

information collection and analysis advances, prepare technical reports following the Regulation S-K Subpart 1300’s standards

of disclosure for mineral projects, including an initial assessment, preliminary feasibility study and feasibility study;

only test the collected brines for lithium and magnesium, but also for previously identified high value elements such as cobalt,

manganese, suites of metals in the alkaline earth metals, transition metals and halogens group;

on the results of the Superior well, develop area resource estimates.

Lisbon Valley of Utah also provides many added benefits:

rich industrial and natural resource extraction area;

developed infrastructure including high voltage electrical, proximity to major roadways and rail spurs;

Lisbon Valley of Utah provides a number of collaborative benefits to attain these initiatives, including:

area historically rich with industrial and natural resource extraction;

developed infrastructure including access to high voltage electrical power as well as proximity to major roadways and rail spurs;

and local agency support through the Utah Division of Oil, Gas and Mining (UDOGM) and the Trust Land Administration (SITLA).

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We continue to explore and evaluate opportunities to further expand our resource base and production capacity through the possible acquisition

of properties and projects in other areas of the United States, as well as in South America, particularly Argentina.

of properties and projects in other areas of the United States and South America.

part of our strategy for growth, our projects and strategic investments will be developed on a measured timeline, and we will evaluate

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of direct lithium extraction (DLE) technologies, which we believe have the potential to significantly increase the supply of lithium

from our brine projects, similar to the impact which shale did for oil.

and magnesium from our brine projects, similar to the impact which shale did for oil.

achieve our goal of becoming a producer of lithium, we will rely on our competitive strengths and experienced management team to explore

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of projects and properties, (iv) acquisitions of companies and technologies, and (v) participation in related commercial development

Lithium Market

is on the list of the 35 minerals considered critical to the economic and national security of the United States, as first published

Lithium and Magnesium Market

and magnesium are on the list of the 35 minerals considered critical to the economic and national security of the United States, as first

published by the U.S.

Department of the Interior on May 18, 2018.

In June 2021, the U.S.

Department of Energy published a report titled “National

Blueprint for Lithium Batteries 2021-2030” (the “NBLB Report”) which was developed by the Federal Consortium for Advanced

Batteries (“FCAB”), a collaboration by the U.S.

Departments of Energy, Defense, Commerce, and State.

According to the Report,

one of the main goals of this U.S.

government effort is to “secure U.S.

access to raw materials for lithium batteries.” The

NBLB Report summarizes the U.S.

government’s views on the need for lithium and the expected growth of the lithium battery market

“A robust, secure, domestic industrial base for lithium-based batteries requires access to a reliable supply of raw, refined,

and processed material inputs…”

“The worldwide lithium battery market is expected to grow by a factor of 5 to 10 in the next decade.”

March 20, 2025, President Donald J.

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projects, prioritize critical mineral deposits on federal lands, and utilize the Defense Production Act to expand domestic capacity.

It also establishes a critical minerals fund and encourages collaboration with private industry to secure a resilient supply chain for

materials like rare earths, uranium, copper, and coal.

Highlighting the strategic importance of critical minerals for emerging technologies

and military readiness, the administration seeks to address the U.S.’s significant import dependence—particularly on China, which

supplies 70% of rare earths— and signal a clear shift in focus toward U.S.-centric projects and national security.

forecasts a significant growth in demand for lithium in the US of 487% to almost 412,000 tonnes of lithium carbonate equivalent by 2030.

The Executive also establishes a critical minerals fund and encourages collaboration with private industry to secure a resilient supply

chain for materials like rare earths, uranium, copper, and coal.

Highlighting the strategic importance of critical minerals for emerging

technologies and military readiness, the administration seeks to address the U.S.’s significant import dependence—particularly

on China, which supplies 70% of rare earths— and signal a clear shift in focus toward U.S.-centric projects and national security.

In an article from April 4, 2024, titled “US lithium demand predicted to grow nearly 500% by 2030”, Fastmarkets forecasts

a significant growth in demand for lithium in the US of 487% to almost 412,000 tonnes of lithium carbonate equivalent by 2030.

August 16, 2022, Section 45X Advanced Manufacturing Production Tax Credit (AMPTC) was enacted as part of the Inflation Reduction Act.

For critical minerals listed under Section 45X(c)(6) (explicitly including lithium and magnesium) the credit delivers a 10% cash tax

credit (or direct-pay equivalent for certain entities) on the taxpayer’s eligible costs of production.

IRS final regulations issued

October 28, 2024 clarified that the cost basis can include U.S.-based extraction costs and both direct and indirect material costs (even

if sourced internationally), provided proper supplier certifications are obtained to prevent double-claiming.

On July 4, 2025, President

Trump signed H.R.1, the One Big Beautiful Bill Act (OBBBA), into law, introducing revisions to the Section 45X Advanced Manufacturing

Production Tax Credit for critical minerals.

The OBBBA eliminates this exemption, imposing a phasedown to 75% (7.5%) in 2031, 50% (5%)

in 2032, and 25% (2.5%) in 2033 before full termination on December 31, 2033, limiting full access to pre-2032 operational projects.

June 2021, the U.S.

Department of Energy published a report titled “National Blueprint for Lithium Batteries 2021-2030” (the

“NBLB Report”) which was developed by the Federal Consortium for Advanced Batteries (“FCAB”), a collaboration

Departments of Energy, Defense, Commerce, and State.

According to the Report, one of the main goals of this U.S.

effort is to “secure U.S.

access to raw materials for lithium batteries”.

The NBLB Report summarizes the U.S.

views on the need for lithium and the expected growth of the lithium battery market as follows:

“A robust, secure,

domestic industrial base for lithium-based batteries requires access to a reliable supply of raw, refined, and processed material inputs…”;

“The worldwide

lithium battery market is expected to grow by a factor of 5 to 10 in the next decade.”

magnesium market presents significant growth opportunities across multiple high-demand sectors.

In the automotive industry, magnesium’s

lightweight properties are essential for meeting stringent weight performance metrics in cars and trucks, enhancing fuel efficiency and

Similarly, in aerospace, magnesium’s exceptional strength-to-weight ratio, corrosion resistance, and efficient heat

dissipation make it indispensable for cutting-edge applications.

Furthermore, magnesium’s designation as a critical mineral by

Geological Survey (2022) qualifies it for Defense Production Act Title III support, bolstering domestic supply chains and reinforcing

its strategic importance.

budget reconciliation bill’s allocation of $20 billion to domestic munitions production underscores

the need for reliable magnesium supplies, critical for advanced weaponry.

now relies entirely on magnesium imports and recycling

to meet domestic demand.

Global primary magnesium production in 2023 was estimated at 940,000 metric tons, with China dominating at nearly

90% of the supply.

The last remaining primary facility, US Magnesium LLC’s electrolytic plant in Rowley, Utah (which drew magnesium

chloride brine from the Great Salt Lake) effectively ceased primary magnesium output in late 2019/early 2020 and has remained idled ever

growth in electric vehicles (“EVs”) will provide the greatest needs for lithium-based batteries.

The BloombergNEF Electric

Vehicle Outlook 2024 presents an optimistic view of EV demand and sales growth, albeit not at the accelerated pace we witnessed during

Global passenger EV sales are projected to climb from 13.9 million in 2023 to over 30 million by 2027, with the EV share of

new vehicle sales reaching 33%, driven by declining battery costs—down 90% over the past decade—and innovative models from

Meanwhile, the commercial sector is accelerating, with electric vans and buses poised for significant gains;

sales of electric

light-duty delivery vans and trucks are spreading rapidly in China, South Korea, and Europe, approaching one-third of sales by 2030,

while municipal buses are expected to exceed 60% of sales by the same year.

electric vehicle (EV) market is showing promising growth, with Kelley Blue Book reporting 1.3 million EVs sold last year—a

solid 7.3% rise from 2023—bolstered by a strong fourth quarter where sales grew over 15% compared to the previous year.

Cox Automotive’s

2025 outlook offers a positive forecast, predicting EVs and hybrids will account for 25% of U.S.

car sales, with full EVs expected to

reach 10%, up from 7.5% last year, suggesting steady progress in electrification.

Despite uncertainties around tariffs and potential

changes to federal clean vehicle credits, EV adoption continues to climb—Rho Motion notes an encouraging 28% increase in sales

for fully electric and plug-in hybrid models in the first two months of this year and forecast a 16% growth in U.S.

and Canada in 2025

versus 2024, reflecting a resilient and growing interest in EVs among American buyers.

Vehicle Outlook 2024 presents an optimistic view of EV demand and sales growth, albeit not at the accelerated pace witnessed during 2020-2024.

According to that report, global passenger EV sales are projected to climb from 13.9 million in 2023 to over 30 million by 2027, with

the EV share of new vehicle sales reaching 33%, driven by declining battery costs—down 90% over the past decade—and innovative

models from automakers.

Meanwhile, the report notes that the commercial sector is accelerating, with electric vans and buses poised for

significant gains;

sales of electric light-duty delivery vans and trucks are spreading rapidly in China, South Korea, and Europe, approaching

one-third of sales by 2030, while municipal buses are expected to exceed 60% of sales by the same year.

EV market is showing promising growth, with Kelley Blue Book reporting in an article from January 14, 2025, titled “America

Set EV Sales Record in 2024” that 1.3 million EVs were sold in 2024—a 7.3% rise from 2023—bolstered by a strong fourth

quarter where sales grew over 15% compared to the previous year.

Cox Automotive’s 2025 outlook offers a positive forecast, predicting

EVs and hybrids will account for 25% of U.S.

car sales, with full EVs expected to reach 10%, up from 7.5% last year, suggesting steady

progress in electrification.

Despite uncertainties around tariffs and potential changes to federal clean vehicle credits, EV adoption

continues to climb—Rho Motion, in a press release from March 12, 2025 titled “Global EV Sales Up 50% in February 2025”,

notes an encouraging 28% increase in sales for fully electric and plug-in hybrid models in the first two months of 2025 in the U.S.

forecast a 16% growth in U.S.

and Canada in 2025 versus 2024, reflecting a resilient and growing interest in EVs among American buyers.

Canaccord Genuity report from March 20, 2025, highlights that while EV sales are expected to grow at a slower pace —with a revised

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market, supporting continued demand for battery materials despite the EV slowdown.

current oversupply and low prices in battery raw material markets, in an article from January 7th, 2025, Benchmark Minerals forecasts

significant deficits within a decade, with lithium and nickel facing shortfalls of 572,000 tonnes and 839,000 tonnes by 2034—seven

times larger than today’s surpluses.

To meet 2030 battery demand, $514 billion in investment is needed, including $220 billion

for upstream projects, with nickel ($66 billion) and lithium ($51 billion) requiring the most.

Lithium is seen as the primary bottleneck,

needing mined supply to jump from over 1 million tonnes in 2024 to 2.7 million tonnes by 2030, driven largely by EVs.

Western efforts

to reduce reliance on China, where costs are lower due to lax regulations, may increase this investment figure, while the slow pace of

mine development (5-25 years) versus faster midstream/downstream projects (under 5 years) highlights a critical disconnect, underscoring

the urgent need for upstream investment to support gigafactories and future EV growth.

current oversupply and low prices in battery raw material markets, in an article from January 7, 2025, titled “Battery minerals

deficits continue to be expected within a decade”, Benchmark Minerals forecasts significant deficits within a decade, with lithium

and nickel facing shortfalls of 572,000 tonnes and 839,000 tonnes by 2034—seven times larger than today’s surpluses.

2030 battery demand, $514 billion in investment is needed, including $220 billion for upstream projects, with nickel ($66 billion) and

lithium ($51 billion) requiring the most.

Lithium is seen as the primary bottleneck, needing mined supply to jump from over 1 million

tonnes in 2024 to 2.7 million tonnes by 2030, driven largely by EVs.

Western efforts to reduce reliance on China, where costs are lower

due to lax regulations, may increase this investment figure, while the slow pace of mine development (5-25 years) versus faster midstream/downstream

projects (under 5 years) highlights a critical disconnect, underscoring the urgent need for upstream investment to support gigafactories

and future EV growth.

these figures are robust relative to historical data, there can be no guarantee that ultimate consumer adoption for EVs and plug-in-hybrid

vehicles (PHEV) will drive lithium demand as predicted.

Brine Deposits and Direct Lithium Extraction

is mined from three different deposit types:

lithium brine deposits, pegmatite lithium deposits (also referred to as “hard rock”),

and sedimentary lithium deposits (also referred to as clay deposits).

Brine deposits are the most common, accounting for more than half

of the world’s known lithium reserves.

All our projects are in brine deposits.

described by the U.S.

Geological Survey, lithium brine deposits are accumulations of saline groundwater that are enriched in dissolved

All producing lithium brine deposits share a number of first-order characteristics:

(1) arid climate, (2) closed basin containing

a playa or salar, (3) tectonically driving subsidence, (4) associated igneous or geothermal activity, (5) suitable lithium source-rocks,

and (6) one or more adequate aquifers.

South American countries Chile and Argentina are where the majority of the lithium produced from

brines originates, as well as Nevada, to a much smaller extent.

is anticipated that we will use a direct lithium extraction (“DLE”), and reinjection of the processed brine back into the

subsurface, rather than using evaporation ponds to recover the lithium and other potential mineral from brines, should the project advance

to the production stage.

This method has been gaining favor in the lithium industry over the last several years because it does not involve

the use of evaporation ponds.

DLE uses a much smaller footprint than evaporation ponds and is therefore more acceptable from an environmental

As yet, we have not done any testing for the possibility of using DLE and will not be able to do any testing until samples

of brine are acquired from the target formations.

technologies precipitate lithium out of brine using filters, membranes, ceramic beads, or other equipment, which is often housed in a

small warehouse, significantly shrinking the environmental footprint of evaporation ponds used to produce commercial quantities of lithium

traditionally.

In a DLE operation, brine is pumped to a processing unit where an adsorption, resin or membrane material is used to extract

only the lithium from the brine, while spent brine can be reinjected into the basin aquifers.

The more rapid production time frame and

possible brine reinjection into the aquifer is a key environmental differentiator between the DLE process and traditional lithium process

that uses evaporation ponds.

there may still be challenges around scalability, water consumption, and the possible dilutive effects of brine reinjection, over the

past decade many DLE technologies have arisen to separate lithium from brine.

DLE has the potential to significantly impact the lithium

industry, with implementation on the extraction of lithium brines potentially having a dramatic positive impact on production, capacity,

timing, and environmental impact.

Similar to the impact shale exploration had on the oil industry, DLE has the potential to significantly

increase the supply of lithium from brine projects, nearly doubling lithium production/yield (taking recoveries from 40-60% to 70-90%+)

and improving project returns.

DLE should also offer lower perceived environmental risk and yield significant environmental benefits

when compared to traditional brine ponds, offering sustainability benefits and ESG credentials.

It is estimated that approximately 12%

of the world’s lithium supply in 2019 was produced using DLE technology.

DLE technologies are broadly grouped into three main categories:

adsorption, ion exchange and solvent extraction.

physically absorbs LiCl molecules onto the surface of a sorbent from a lithium loaded solution.

The lithium is then stripped from

the surface of the sorbent with water.

exchange takes lithium ions from the solution and replaces them with a different positively charged cation that is contained in the

sorbent material.

An acidic (or basic) solution is required to strip the lithium from the material and regenerate the sorbent material.

extraction removes lithium ions from solution by contacting the solution with an immiscible fluid (i.e., oil or kerosene) that contains

an extractant that attaches to lithium ions and brings them into the immiscible fluid.

The lithium is then stripped from the fluid

with water or chemical treatment.

identification as an “environmentally friendly” business is evidenced by our commitment to deploy direct lithium extraction

rather than the typical extraction techniques of hard-rock mining or underground brine water.

Unlike those traditional methods for producing

lithium, DLE uses filters, membranes, or resin materials to extract the mineral from brine water, resulting in:

vehicles will drive lithium demand as predicted.

and Magnesium Brine Deposits and Direct Lithium Extraction

and magnesium are mined from three different deposit types:

brine deposits, pegmatite deposits (also referred to as “hard rock”)

and sedimentary deposits (also referred to as clay deposits).

Brine deposits are the most common, accounting for more than half of the

world’s known lithium reserves and often contain magnesium as a significant co-occurring element.

The economic focus in pegmatite

and sedimentary deposits typically remains on lithium or other primary minerals.

All of our current projects focus on brine deposits,

where both lithium and magnesium are present, with magnesium often considered a key co-product or impurity.

In 2023, Fastmarkets projected

that by 2030, 13% of global lithium production will come from DLE, with Chile and Argentina currently leading in brine-based lithium

intend to recover lithium, magnesium and other potential minerals from brine through DLE rather than evaporation ponds.

We believe the

DLE method has been gaining favor in the lithium industry over the last several years because it does not involve the use of evaporation

DLE is more acceptable from an environmental standpoint because it requires a much smaller footprint and minimal water consumption.

To date, we have not done any testing for the possibility of using DLE and will not be able to do any testing until samples of brine

are acquired from the target formations.

See “Risk Factors – Our success as a company producing lithium, magnesium and related

products depends to a great extent on our research and development capabilities for direct lithium extraction and our ability to secure

capital for the implementation of brine processing plants.”

extraction technologies isolate lithium and magnesium out of brine using filters, membranes, ceramic beads or other equipment, which

is often housed in a small warehouse, significantly shrinking the environmental footprint of evaporation ponds used to produce commercial

quantities of lithium and magnesium.

In DLE, subsurface lithium and magnesium from brine is pumped to a processing unit where an adsorption,

resin or membrane material is used to extract only the lithium and magnesium from the brine, while spent brine can be reinjected into

the basin aquifers.

The extracted solution is then polished of impurities to yield battery-grade lithium or magnesium chloride product

suitable for sale in the global market for batteries and other applications.

The more rapid production timeframe and possible brine reinjection

into the aquifer is a key environmental differentiator between the DLE process and traditional lithium process that uses evaporation

magnesium from brines prior to the DLE process significantly enhances its efficiency by addressing the challenges posed by high Mg/Li

ratios, which often exceed 40:1 in natural brines.

Implementing a dedicated magnesium extraction (DME) package before DLE reduces this

ratio, enabling higher lithium selectivity and recovery rates by minimizing magnesium’s interference with sorbents or extractants.

This pretreatment also prolongs the lifespan of adsorbents by preventing magnesium-induced fouling or scaling, which can degrade equipment

performance and increase maintenance costs.

By reducing these operational costs through lower maintenance and reagent consumption, magnesium

stripping further optimizes the process.

Additionally, if pH adjustments are required during DLE, removing magnesium first allows the

resulting solid waste to be repurposed as magnesia salt, creating a value-added byproduct stream that enhances the process’s economic

By streamlining lithium extraction and mitigating operational issues, magnesium stripping optimizes DLE efficiency and supports

sustainable, cost-effective lithium production.

are several technologies to extract lithium and magnesium, broadly grouped into four main categories:

adsorption, ion exchange, solvent

extraction and chemical precipitation:

physically absorbs lithium chloride (“LiCl”) or magnesium chloride (“MgCl2”) molecules onto the surface of

a sorbent from a loaded solution, with the lithium and magnesium then stripped from the surface of the sorbent using water.

exchange takes lithium or magnesium ions from the solution and replaces them with a different positively charged cation that is contained

in the sorbent material.

An acidic (or basic) solution is required to strip the lithium and magnesium from the material and regenerate

the sorbent material.

extraction removes lithium and magnesium ions from solution by contacting the solution with an immiscible fluid (i.e., oil or kerosene)

that contains an extractant that attaches to lithium and magnesium ions and brings them into the immiscible fluid, with the lithium

and magnesium then stripped from the fluid with water or chemical treatment.

This is the most effective direct extraction technology

for magnesium and reduces the Mg/Li ratio in the brine, facilitating easier lithium extraction.

precipitation is a physical-chemical process that uses a water-soluble salt that reacts with dissolved Li or Mg ions generating an

insoluble salt that is removed from solution by filtration.

This typically occurs in the pH adjustment of brines or for the isolation

of magnesium from seawater and brine.

identification as an “environmentally minded” business is evidenced by our commitment to deploy DLE rather than the typical

extraction techniques of hard-rock mining or underground brine water.

Unlike those traditional methods for producing lithium and magnesium,

DLE uses filters, membranes or resin materials to extract the mineral from brine water, resulting in:

of less water;

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in the need for additional processing and alternative mining sources;

a smaller environmental footprint.

an anticipated smaller physical and environmental footprints than would be required for the use of evaporation ponds.

Traditionally,

lithium produced from brine water is stored in evaporation ponds.

As the water evaporates, the other elements of the brine such as magnesium

or calcium precipitate out, leaving the brine more concentrated to produce lithium carbonate.

The evaporation process can take 9-18 months

depending on the type of project and weather conditions.

With DLE, that process can be shortened to days or even hours.

DLE also reduces

the amount of land required for the pond evaporation process, while the potential to reinject the remaining brine water after the process

further reduces the environmental impact.

lithium and magnesium produced from brine water is stored in evaporation ponds.

As the water evaporates, the other elements of the brine

such as magnesium or calcium precipitate out, leaving the brine more concentrated to produce lithium carbonate or magnesium chloride.

The evaporation process can take from 9 to 18 months depending on the type of project and weather conditions.

With DLE, that process

can be shortened to days or even hours.

DLE also reduces the amount of land required for the pond evaporation process, while the potential

to reinject the remaining brine water after the process further reduces the environmental impact.

Market Opportunity

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Moab, part of an area known as the Paradox Basin.

The Project consists of 743 placer mining claims staked on U.

government land administered

by the BLM covering 14,300 acres, part of a semi-contiguous group named the LVL Group.

The map below shows the approximate location of

maps above are referenced with Professional Land Survey System (PLSS) and a latitude/longitude reference coordinate, accurate to 50 feet.

The Lisbon Valley Project consists of 743 placer mining claims staked on U.

land administered by the BLM covering 14,320 acres, part of a semi-contiguous group named the LVL Group.

The map below shows the

location of our Lisbon Valley Project, including the Superior 88-21 Peterson Federal ST1 well, and the approximate location of our claims:

maps above are referenced with Professional Land Survey System (“PLSS”) and a latitude/longitude reference coordinate, accurate

placer claims are plotted on the figures above, which is a Public Land Survey System (PLSS) map using Salt Lake City Prime Meridian.

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the figure is accurate to +/- 50 feet.

is a network of dirt and paved roads within the claims area, which service the oil and gas wells and the Lisbon Valley Copper Mine.

existing natural gas pipelines traverse the claims.

Power is supplied to the copper mine, also within the claim area, for use in their

electrowinning copper recovery process.

Nine wellbores (8 oil and gas and 1 potash) are available for re-entry and nearby water rights

and private land are available for sale or lease.

Utah, the nearest population center to the property, is a city of 5,336 persons (2020 Census).

It is located in a relatively remote portion

of Utah but is easily accessed by U.

Highway 191 intersects with Interstate 70 about 30 miles (48 kilometers) north of

Moab, at Crescent Junction.

Moab is a tourist destination and has numerous motels and restaurants.

Moab would also be the nearest source

of labor in the region.

and gas drilling and production, along with ranching, have made the area relatively accessible.

There is a network of dirt and paved

roads within the claims area, which service the oil and gas wells and the Lisbon Valley copper mine.

The Lisbon Valley copper mine is

in the heart of the Lisbon Valley and is currently producing copper cathode.

Two existing natural gas pipelines traverse the claims.

High voltage electrical power is supplied to the Lisbon Valley copper mine, also within the claim area, for use in the electrowinning

copper recovery process.

Nine wellbores (eight oil and gas and one potash) are available for re-entry and nearby water rights and private

land are available for sale or lease.

region has a history of mining, primarily uranium and vanadium, that dates back as far as 1881.

The Lisbon Valley Copper Mine is in the

heart of the Lisbon Valley and is currently producing copper cathode.

An all-weather road and electric power supply the mine.

roads cross the property.

Oil and gas drilling and production, along with ranching have made the area relatively accessible.

Moab, Utah, the nearest population center

to the property, is a city of 5,336 persons (2020 Census).

It is located in a relatively remote portion of Utah but is easily accessed

Highway 191 intersects with Interstate 70 about 30 miles (48 kilometers) north of Moab, at Crescent Junction.

is a tourist destination and has numerous motels and restaurants.

Moab is the nearest source of labor.

has been no exploration or drilling conducted on the property by ABM;

however, historical drilling by oil, gas, and potash operators

on ABM claims, as well as in the surrounding area, has contributed valuable data registered with the USGS.

It will be necessary for us

to re-enter an existing well or drill a new well to obtain brine samples for further analysis and metallurgical testing.

The exploration

permit for the site has been obtained from both the Federal BLM and the State UDOGM.

With permits in hand, ABM is currently preparing

for the operational drilling phase of the project.

on ABM claims, as well as in the surrounding area, has contributed valuable data registered with the United States Geological Survey

It will be necessary for us to re-enter an existing well or drill a new well to obtain brine samples for further analysis and

metallurgical testing.

The exploration permit for the site has been obtained from both the Federal BLM and the State UDOGM.

ABM is currently

preparing for the operational drilling phase of the project subject to obtaining financing.

believe there is abundant evidence from oil, gas and potash wells drilled in the Paradox Basin indicating a probability of identifying

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have not been confirmed by actual testing by us.

have not calculated mineral and resource estimation and have no revenue being generated from the subject property.

have not calculated mineral and resource estimation and has no revenue being generated from the subject property.

The only way to determine

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S-K 1300, is included as an exhibit to our registration statement, filed on February 12, 2024.

The effective date of the report is October

The effective date of the report

is October 31, 2023.

though we have yet to establish mineral resource and reserve estimates, we have established internal controls for reviewing and documenting

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and Marketing

currently do not have the commercial capabilities required to market and distribute lithium.

There is no assurance that we will be able

to attain the necessary sales and marketing capabilities or secure the services of a firm to provide those capabilities, to achieve our

sales expectations.

currently do not have the commercial capabilities required to market and distribute lithium and magnesium.

There is no assurance that

we will be able to attain the necessary sales and marketing capabilities or secure the services of a firm to provide those capabilities,

to achieve our sales expectations.

have no customers and have no off-take agreements with customers at this stage of our development.

Production and Sales

expect the demand for our lithium, if and when in production, to be facilitated by increasing global demand for lithium.

utilizing intermediaries for sales in order to focus on our core competencies of exploration and extraction.

expect the demand for our lithium and magnesium, if and when in production, to be facilitated by increasing global demand for lithium

and magnesium.

We intend on utilizing intermediaries for sales in order to focus on our core competencies of exploration and extraction.

and Market Barriers

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Many of our competitors possess greater financial resources and technical facilities than we do.

Although we aspire to be a leading lithium producer, the lithium mining and chemical industries are fragmented.

We are one of many participants

in these sectors.

Many of our competitors, as compared to us, have been in business longer, have established more strategic partnerships

and relationships, and have greater financial accessibility.

Although we aspire to be a leading lithium and magnesium producer, the lithium and magnesium mining and chemical industries are fragmented.

We are one of many participants in these sectors.

Many of our competitors, as compared to us, have been in business longer, have established

more strategic partnerships and relationships, and have greater financial accessibility.

we compete with other exploration companies in acquiring suitable properties, we believe there will be readily available purchasers of

lithium chemical products or other industrial minerals if they are produced from any of our owned or leased properties.

our planned products may be affected by factors beyond our control, including fluctuations in the market prices for lithium, supplies

of lithium, demand for lithium, and mining activities of others.

If we identify lithium mineralization that is determined to be of economic

grade and in sufficient quantity to justify production, additional capital would be required to develop, mine and sell that production.

lithium and magnesium chemical products or other industrial minerals if they are produced from any of our owned or leased properties.

The price of our planned products may be affected by factors beyond our control, including fluctuations in the market prices for lithium

and magnesium, supplies of lithium and magnesium, demand for lithium and magnesium, and mining activities of others.

If we identify lithium

and magnesium mineralization that is determined to be of economic grade and in sufficient quantity to justify production, additional

capital would be required to develop, mine and sell that production.

and development activities for our projects are subject to extensive laws and regulations, which are overseen and enforced by multiple

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Capital Management

of March 25, 2025, we had three full-time employees, who are our Chief Executive Officer, Chief Operating Officer and Chief Financial

We also utilize four independent contractors, two to provide us with accounting support and two for geological expertise.

are committed to diversity, equity, and inclusion as part of our growth strategy.

We will treat each employee and job applicant without

regard to race, color, age, sex, religion, national origin, citizenship, sexual orientation, gender identity, ancestry, veteran status,

or any other category protected by law.

We believe in allocating resources and establishing, in an equitable manner, policies and procedures

that are fair, impartial, and just.

To provide a diverse and inclusive workplace, we will focus our efforts on creating a culture where

all employees can contribute their skills and talents and be themselves.

of March 19, 2026, we had three full-time employees, who are our Chief Executive Officer, Chief Operating Officer and Chief

Financial Officer.

We also utilize four independent contractors, two to provide us with accounting support and two for geological

We are committed to diversity, equity, and inclusion as part of our growth strategy.

We will treat each employee and

job applicant without regard to race, color, age, sex, religion, national origin, citizenship, sexual orientation, gender identity,

ancestry, veteran status, or any other category protected by law.

We believe in allocating resources and establishing, in an

equitable manner, policies and procedures that are fair, impartial, and just.

To provide a diverse and inclusive workplace, we will

focus our efforts on creating a culture where all employees can contribute their skills and talents and be themselves.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business