Mr. Martin Kostuik reports

BATTERY MINERAL RESOURCES CORP. ANNOUNCES THIRD CLOSING OF PREVIOUSLY ANNOUNCED OFFERING OF UNSECURED CONVERTIBLE DEBENTURES

Battery Mineral Resources Corp. has closed a third and final tranche of the private placement of senior unsecured convertible debentures, which was previously announced on Oct. 17, 2023, Oct. 19, 2023, Nov. 3, 2023, Dec. 19, 2023, and Feb. 2, 2024.

Gross proceeds for the third tranche total $1-million ($1,349,300). Together with the first tranche of the offering, which closed on Oct. 19, 2023, for gross proceeds of $1.37-million (U.S.) ($1,871,557), and the second tranche of the offering, which closed on Nov. 3, 2023, for gross proceeds of $1,915,000 (U.S.) ($2,660,234), the company raised an aggregate of $4,285,000 (U.S.) ($5,881,091) under the offering. Weston Energy II LLC, an existing shareholder of the company, participated in the third closing in the amount of $1-million (U.S.) ($1,349,300).

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.

Offering terms (as previously disclosed)

As previously announced, 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 its 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-V.

Exchange rates

All U.S.-dollar amounts for which Canadian-dollar-equivalent amounts are given in this news release were calculated at a Canadian-dollar/U.S.-dollar exchange rate of 1.3493, the exchange rate published by the Bank of Canada on Feb. 15, 2024.

Multilateral Instrument 61-101 matters

Weston Energy LLC and Weston Energy II are related parties to Battery Mineral Resources pursuant to pursuant to MI 61-101, Protection of Minority Security Holders in Special Transactions. Prior to giving effect to the transactions disclosed in this news release, Weston Energy and Weston Energy II and its affiliates owned or controlled (directly or indirectly) 107,578,740 Battery Mineral Resources common shares on an undiluted basis and 175,201,710 Battery Mineral Resources common shares assuming the conversion of the company's debentures (representing approximately 60.60 per cent of the outstanding Battery Mineral Resources common shares on an undiluted basis and approximately 65.66 per cent of the outstanding Battery Mineral Resources common shares assuming the conversion of the company's debentures).

Weston Energy II's participation in the private placement constitutes a related party transaction for the purposes of MI 61-101. 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.

Disclaimers

The debentures (including any issued in future closings) will be sold in a transaction exempt from registration under the Securities Act of 1933, as amended, and will be sold only to persons reasonably believed to be accredited investors in the United States under Rule 506 under the securities act and outside the United States only to non-U.S. persons in accordance with Regulation S under the securities act.

There can be no assurance that any future offerings of debentures will be completed.

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 Resources' mission is the discovery, acquisition and development of battery metals (namely cobalt, lithium, graphite and copper) in North America, South America and South Korea and 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-silver producer in the Coquimbo region of Chile. Battery Mineral Resources is the largest mineral claimholder in the historic Gowganda cobalt-silver camp in Ontario, Canada, and continues to pursue a focused program to build on the recently announced, more-than-one-million-pound 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, United States. Battery Mineral Resources is based in Canada and its shares are listed on the TSX Venture Exchange under the symbol BMR and on the OTCQB under the symbol BTRMF.

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