SHERWOOD PARK, AB, June 30, 2026 /CNW/ - Terry Stephenson has announced his acquisition of an aggregate of 9,675,832 common shares ("Common Shares") of Vertex Resource Group Ltd. ("Vertex" or the "Corporation"), pursuant to three separate private purchase transactions effective June 30, 2026 (collectively, the "Transactions").

EARLY WARNING REPORT REQUIREMENTS

Pursuant to the Transactions, Mr. Stephenson acquired ownership and control over an aggregate of 9,675,832 Common Shares by way of private sale, as follows:

(a) 4,118,679 Common Shares were acquired at a price of $0.175 per Common Share, for an aggregate purchase price of $720,768.83;

(b) 1,335,866 Common Shares were acquired at a price of $0.175 per Common Share, for an aggregate purchase price of $233,776.55;

(c) 4,221,287 Common Shares were acquired at a price of $0.148 per Common Share, for an aggregate purchase price of $624,750.48.

The aggregate purchase price for all Common Shares acquired pursuant to the Transactions was $1,579,295.86.

The Common Shares were acquired by Mr. Stephenson for investment purposes. Mr. Stephenson may from time to time in the future, subject to and in accordance with applicable securities laws, acquire or dispose of securities of the Corporation for investment purposes.

Prior to the Transactions, Mr. Stephenson beneficially owned or controlled, directly or indirectly, 17,099,721 Common Shares and 550,000 options to acquire Common Shares ("Options"), representing approximately 15.26% of the issued and outstanding Common Shares on an undiluted basis and approximately15.68% on a fully diluted basis.

Immediately following completion of the Transactions, Mr. Stephenson beneficially owns or controls, directly or indirectly, 26,775,553 Common Shares and 550,000 Options, representing approximately 23.90% of the issued and outstanding Common Shares on an undiluted basis and approximately 24.27% on a fully diluted basis.

Pursuant to the Transactions, the Acquiror increased his securityholdings by approximately 8.64% (8.59% on a fully diluted basis).

The Transactions were conducted in reliance of the private agreement exemption set out in section 4.2 of National Instrument 62-104 – Take-Over Bids and Issuer Bids ("NI 62-104") and as a result, were exempt from the take-over bid requirements in Part 2 of NI 62-104. The aggregate Common Shares were acquired from not more than five sellers and at a price less than 115% of the market price of the Common Shares.

A copy of the early warning report to be filed by Mr. Stephenson under applicable Canadian securities laws will be available under the Corporation's profile on SEDAR+ or may be obtained by contacting Mr. Stephenson as set out below.

READER ADVISORY

This news release contains forward-looking statements within the meaning of applicable securities legislation, including statements regarding the filing and availability of an early warning report and Mr. Stephenson's possible future intentions with respect to securities of the Corporation. In certain cases, forward-looking statements can be identified by the use of words such as "may", "will", "could", "would", "intend", "expect", "plan", "anticipate", "believe", "estimate" and similar expressions.

Forward-looking statements are based on assumptions and are subject to inherent risks and uncertainties, and actual events or results may differ materially from those contemplated by such statements. There can be no assurance that Mr. Stephenson will acquire or dispose of additional securities of the Corporation or that any such activities will occur on the terms or timing currently contemplated, or at all.

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

SOURCE Vertex Resource Group Ltd.