VANCOUVER, BC, May 22, 2026 /CNW/ - Applied Graphite Technologies Corp. ("AGT") (TSXV: AGT) is pleased to announce the Company has closed the acquisition of all the common shares of Bullfrog Gold Corporation (the "Bullfrog Acquisition") and the concurrent closing of a non-brokered private placement for 9,675,000  common shares at a price of $0.10 per share for gross proceeds of  $967,500 CAD (the "Offering"), each as previously announced on March 18, 2026. Bullfrog Gold Corporation, a private Canadian company, owns the South Bullfrog epithermal gold project consisting of 488 BLM claims covering 10,050 acres in Beatty, Nevada. A copy of the share exchange agreement which was entered into among AGT, Bullfrog Gold Corporation and the shareholders of Bullfrog Gold Corporation, is available under the Company's SEDAR+ profile at www.sedarplus.ca. 

In connection with closing the Bullfrog Acquisition, each existing shareholder of Bullfrog Gold Corporation will receive 1.5 AGT common shares for each share of Bullfrog Gold Corporation they owned, for a total of 33,000,000 common shares of AGT issued.

The Bullfrog Acquisition is a Non-Arm's Length Transaction under TSXV policies as the CFO  of AGT is also the CFO of Outcrop Silver & Gold Corporation, a shareholder of Bullfrog Gold Corporation, and in accordance with the TSXV Policy 5.3, the Bullfrog Acquisition constituted  a "Reviewable Transaction", as such transaction involved a "Non-Arm's Length" party.

At the annual general and special meeting of shareholders held on May 20, 2026 (the "Meeting"), the disinterested shareholders approved the Bullfrog Acquisition, as well as re-elected Ian Slater, Ian Harris, and Lindsay Nagle as directors of the Company. Don Baxter did not stand for re-election at the Meeting and is no longer a director of AGT effective May 20, 2026.

The proceeds of the Offering will be used for exploration and development of the Queens Mine Complex and South Bullfrog projects, and for general working capital purposes. All securities to be issued pursuant to the Bullfrog Acquisition and the Offering will be subject to a four-month hold period expiring September 23, 2026 under applicable securities laws in Canada.   The total number of common shares of AGT outstanding after closing the Offering and the Bullfrog Acquisition is 83,944,901. No finders' fees were paid in connection with the Offering or the Bullfrog Acquisition.

This press release is not an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from U.S. registration requirements and applicable U.S. state securities laws.

About Applied Graphite Technologies

Applied Graphite Technologies is developing the Queens Mine Complex in Sri Lanka. The QMC is on private land in the heart of the vein graphite district, with historical workings and vein graphite outcrops.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This news release contains forward-looking information as such term is defined in applicable securities laws, which relate to future events or future performance and reflect management's current expectations and assumptions. The forward-looking information includes statements about Applied Graphite Technologies (AGT)'s plans. Such forward-looking statements reflect management's current beliefs and are based on assumptions made by and information currently available to AGT, including the assumption that approvals will be obtained. Investors are cautioned that these forward-looking statements are neither promises nor guarantees and are subject to risks and uncertainties that may cause future results to differ materially from those expected. Risk factors that could cause actual results to differ materially from the results expressed or implied by the forward-looking information include, among other things, an inability to access financing as needed. AGT cautions the reader that the above list of risk factors is not exhaustive. Except as required under applicable securities legislation, AGT undertakes no obligation to publicly update or revise forward-looking information.

SOURCE Applied Graphite Technologies Corporation