Mr. Matthew Allas reports

CANADIAN MANGANESE SECURES NON-DILUTIVE ROYALTY FINANCING ON WOODSTOCK MANGANESE PROJECT

Canadian Manganese Company Inc. has agreed to sell a 3-per-cent gross revenue royalty on its Woodstock manganese project to Leventis Capital Pte. Ltd., an arm's-length party to the company, for $15-million (U.S.) in cash. Completion of the transaction is expected to close on or about April 25, 2024, subject to certain conditions including regulatory approval, approval of the registration of the royalty against the Woodstock project and the completion of confirmatory due diligence by the royalty holder.

The proceeds from the royalty sale will be used to advance the feasibility study work programs currently outlined for the Plymouth deposit on the Woodstock project, and the full repayment of the convertible debentures currently outstanding (see Oct. 6, 2023, news release).

Matthew Allas, president and chief executive officer, commented: "This investment delivers the financial strength to significantly advance the ongoing study and evaluation initiatives at the Plymouth deposit on the Woodstock project and capitalize on current strategic opportunities. Additionally, the unique structure provides the time and capital structure optionality for management to demonstrate and preserve increased shareholder value."

Leventis Capital overview

Leventis is a newly formed private investment fund based in Singapore, concentrating on niche segments of the resource industry, and is dedicated to identifying and supporting the development of long-term opportunities within the resource sector. Embracing a patient investment philosophy, the fund prioritizes assets with enduring value, emphasizing sustainability and long-term growth prospects over short-term volatility. Focused on sustainability, environmental, social and governance (ESG) criteria are integrated into investment decisions, emphasizing sustainable resource extraction practices, ethical supply chains and positive societal impacts.

GRR repurchase terms

Canadian Manganese Company will have the option to buy back the GRR at any time by paying the royalty holder $22.5-million (U.S.). To preserve the option, an additional cash payment will be made by Canadian Manganese Company to the royalty holder in the event that the option is not exercised on or before March 30, 2026, and each two-year anniversary of such date. The amount of the payment to be made will be calculated based on a formula that provides notional interest on the purchase price at a rate of 10 per cent per annum. If the option is not exercised on or before March 30, 2026, the payment that would be owing is $3.15-million (U.S.) and if the option is not exercised on or before March 30, 2028, the payment that would be owing is a further $3,811,500 (U.S.). The payments due each second March 30 to preserve the option will continue to be payable until the option is exercised. Full details of the GRR and the formula for the foregoing payments will be available in the royalty agreement, a copy of which will be filed under the company's profile on SEDAR+ following completion of the sale of the GRR.

About Canadian Manganese Company Inc.

Canadian Manganese Company is a Canadian mineral development company aiming to become a supplier of high-purity manganese metal products for the rechargeable battery industry. Canadian Manganese Company holds the Woodstock project in New Brunswick.

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