Mr. Martin Kostuik reports

BATTERY MINERAL RESOURCES CORP. ANNOUNCES SECOND CLOSING OF PREVIOUSLY ANNOUNCED OFFERING OF UP TO US$6M IN UNSECURED CONVERTIBLE DEBENTURES

Battery Mineral Resources Corp. has closed a second trance of the private placement of senior unsecured convertible debentures, which was previously announced on Oct. 17, 2023, for gross proceeds of $1,915,000 (U.S.) ($2,660,234). This brings the total amount of new financing raised via issuance of the debentures to $3,285,000 (U.S.) ($4,563,377), including the first and second closings. The proceeds from the debentures will be applied toward working capital and the restart of copper concentrate production at its Punitaqui copper project in Chile. Weston Energy II LLC, an existing shareholder of the company, participated in the second closing in the amount of $1,815,000 (U.S.) ($2,479,472).

The company paid a cash finder's fee equal to 6 per cent on $100,000 (U.S.) ($138,710) of the gross proceeds arising from the second closing of the private placement, being $6,000 (U.S.) ($8,322.6) in finder's fees paid in respect of the second closing.

The company continues to progress toward securing the balance of the capital required for the restart and anticipates sharing further updates in that respect in the fourth quarter of 2023. The company estimates the total capital required for the restart to be approximately $13-million (U.S.) (approximately $17.8-million) (prior to corporate costs and other asset holding costs, and inclusive of amounts to be raised in the private placement).

Offering terms

The debentures will mature on Sept. 30, 2026, and will bear interest at 10 per cent per annum, compounding annually on Sept. 30, of each year, not in advance. Interest accrued from the date of issuance up to and including March 30, 2025, will be paid by way of issuance of common shares of the company. Interest accrued following March 30, 2025, will be, at the option of the holder, paid either in cash or by way of issuance of common shares of the company. The issuance of common shares as payment of interest will be at the then-current market price of the company's common shares at the date the interest becomes payable, and will be subject to the prior acceptance of the TSX Venture Exchange and applicable securities laws.

The holder of a debenture may, at their option, at any time from March 31, 2024, and prior to the close of business on the business day immediately preceding the maturity date, convert all, but not less than all, of the principal amount of such debenture into common shares of the company at the conversion price of 22 U.S. cents per share (approximately 30 cents per share).

All debentures issued in the private placement and in connection with the debt consolidation are subject to a four-month hold period under applicable Canadian securities laws and under the policies of the TSX Venture Exchange. The debenture issuances are subject to final approval by the TSX Venture Exchange.

Chief executive officer commentary

Martin Kostuik, Battery's CEO, stated, "We are very pleased to announce this second closing of the debenture offering, and look forward to providing further updates regarding this debenture and other forms of non-dilutive funding for the resumption of operations at our Punitaqui mine in the coming weeks."

Exchange rates

All United States dollar amounts for which the Canadian equivalent amounts are given in this news release were calculated at Canadian/U.S. exchange rate of 1.3871, the exchange rate published by the Bank of Canada on Oct. 31, 2023.

Multilateral Instrument 61-101 matters

Weston Energy LLC and Weston Energy II LLC are related parties to Battery Mineral Resources, pursuant to Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. Prior to giving effect to the transactions disclosed in this news release, Weston Energy LLC, and Weston Energy II LLC and its affiliates, owned or controlled (directly or indirectly) 107,578,740 common shares of Battery Mineral on an undiluted basis (representing approximately 60.60 per cent of Battery Mineral's outstanding common shares).

Weston Energy II LLC's participation in the private placement constitutes a related-party transaction for the purposes of MI 6-101. The transaction is exempt from the formal valuation requirements of MI 61-101 as Battery Mineral Resources is not listed on a specified market that would require compliance with such formal valuation requirements (as set forth in Section 5.5(b) of MI 61-101), and is further exempt from the minority shareholder approval requirements of MI 61-101 by virtue of Section 5.7(e) of MI 61-101 which provides that a related-party transaction is exempt from the minority shareholder approval requirements if the issuer is in serious financial difficulty, the transaction is designed to improve the financial position of the company (among other criteria) and there is no other requirement to hold a meeting of shareholders to approve the transaction.

About Battery Mineral Resources Corp.

Battery Mineral Resources is a battery minerals company providing shareholders exposure to the global megatrend of electrification while being focused on growth through cash flow, exploration and acquisitions in favourable mining jurisdictions. Battery Mineral's mission is the discovery, acquisition and development of battery metals (namely cobalt, lithium, graphite and copper), in North America, South America and South Korea, to become a premier and responsible supplier of battery minerals to the electrification marketplace. Battery Mineral Resources is currently pursuing a near-term resumption of operations of the Punitaqui mining complex, a past copper-gold producer, in the Coquimbo region of Chile. Battery Mineral Resources is the largest mineral claim holder in the historic Gowganda cobalt-silver camp in Ontario, Canada, and continues to pursue a focused program to build on the recently announced, one-million-pound-plus high-grade cobalt resource at McAra. In addition, Battery Mineral owns 100 per cent of ESI Energy Services Inc. (including ESI's wholly owned U.S. operating subsidiary, Ozzie's Inc.), a profitable mainline pipeline and renewable energy equipment rental and sales company with operations in Alberta, Canada, and Arizona, U.S. Battery Mineral Resources is based in Canada and its shares are listed on the Toronto Venture Exchange under the symbol BMR and on the OTCQB under the symbol BTRMF.

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