GRO · Brazil Potash Corp.

Brazil Potash Corp. successfully completed a significant capital raise through an underwritten public offering, generating aggregate gross proceeds of approximately $63.3 million. The transaction involved the sale of 7,000,000 common shares at a price of $2.50 per share and 18,300,000 pre-funded warrants priced at $2.499 per warrant. The pre-funded warrants have an exercise price of $0.001 per share, effectively making them equivalent to the common shares from an economic perspective, minus the nominal exercise price. The structure suggests strong investor demand, evidenced by the full exercise of the underwriters' option to purchase an additional 3,300,000 common shares, representing 15% of the initially offered securities. Canaccord Genuity acted as the lead book-running manager, with Roth Capital Partners as joint book-running manager and several other firms serving as co-managers. The company intends to use the net proceeds for working capital and general corporate purposes, which typically supports ongoing operational needs and project development. The offering was conducted pursuant to the company's effective shelf registration statement on Form F-3 (File No. 333-294964), which was declared effective by the SEC on April 16, 2026.