New Generation Consumer Group, Inc. (OTC: NGCG) Signs Letter of Intent for Proposed Strategic Business Combination with Nutrien Mineral Limited

Proposed Transaction Contemplates Strategic Combination Designed to Expand NGCG's International Growth Opportunities in the Natural Resources Sector

SCOTTSDALE, Ariz., Sept. 24, 2026 (GLOBE NEWSWIRE) -- New Generation Consumer Group, Inc. (OTC: NGCG), a leader in technology-driven infrastructure and scalability solutions, today announced that it has entered into a Letter of Intent ("LOI") with Nutrien Mineral Limited, a Uganda-based mineral development company, regarding a proposed strategic business combination and reverse merger transaction.

The non-binding LOI establishes a framework for both parties to conduct reciprocal due diligence and negotiate definitive agreements related to a potential transaction designed to create a combined publicly traded enterprise under the NGCG platform.

Under the preliminary terms of the LOI, the parties are evaluating a transaction structure whereby NGCG would hold a proposed 51% ownership interest in the agreed transaction structure or combined business vehicle. The contemplated structure is intended to facilitate the consolidation and reporting of the combined business through NGCG's public company reporting framework.

As part of the proposed transaction, Nutrien Mineral Limited would receive 5% of the issued and outstanding common shares of NGCG, subject to satisfactory due diligence, valuation review, regulatory compliance, and execution of definitive agreements. Additional provisions contemplate Nutrien Mineral Limited's participation in future capital raises dedicated to supporting the growth and development of the combined enterprise.

The parties have agreed to cooperate in the exchange of audited financial statements and other legal, operational, technical, and corporate information necessary to evaluate the transaction and complete a comprehensive due diligence process.

CEO Commentary

Jacob DiMartino, Chief Executive Officer of New Generation Consumer Group, Inc., stated:

"We believe this proposed partnership with Nutrien Mineral Limited has the potential to position NGCG at the forefront of a significant international growth opportunity. As we continue to build shareholder value, we are focused on identifying transactions that can provide meaningful asset-backed expansion, expanded revenue potential, and long-term scalability. Nutrien's opportunities within the mineral sector align with our vision for strategic diversification, and we look forward to conducting due diligence as we work toward a definitive agreement that benefits both organizations and our shareholders."

Next Steps

The proposed transaction remains subject to, among other things:

• Completion of satisfactory reciprocal due diligence;
• Negotiation and execution of definitive agreements;
• Board and shareholder approvals, where required;
• Compliance with applicable legal and regulatory requirements; and
• Satisfaction of customary closing conditions.
  

There can be no assurance that the parties will enter into definitive agreements or that any transaction contemplated by the LOI will ultimately be completed.

The team at New Generation Consumer Group, Inc., would like to express their sincere gratitude to TradePro Securities for the introduction to Nutrien Mineral Limited.

About New Generation Consumer Group, Inc.

New Generation Consumer Group, Inc. (OTC: NGCG) is focused on identifying and developing scalable revenue-generating business opportunities across emerging technology sectors, with a strategic emphasis on artificial intelligence infrastructure and digital platforms.

About Nutrien Mineral Limited

Nutrien Mineral Limited is a Uganda-based mineral company engaged in the exploration, development, and commercialization of mineral-related opportunities within East Africa.

Safe Harbor / Forward-Looking Statements

​This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements involve risks and uncertainties that could cause actual results to differ materially from those projected. Forward-looking statements can be identified by the use of words such as "anticipates," "expects," "intends," "plans," "believes," "seeks," "estimates," "guidance," "future," or similar expressions. These statements, including those regarding the closing of the Reg A offering, securing private lender financing, pending and future acquisitions of app-based companies, future profitability, and plans to uplist to a senior exchange, are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ materially due to various factors, including market conditions, the company's ability to successfully negotiate and close private financing or acquisitions, and general economic conditions. The company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

CONTACT:

Investor Relations

New Generation Consumer Group Inc.

Phoenix, Arizona

Email: InvestorRelations@ngcg.com