Mr. Danny Keating reports

GIYANI COMPLETES FIRST DRAWDOWN ON ITS US$16 MILLION IDC FACILITY

Giyani Metals Corp. has received $5.7-million (U.S.) (109 million South African rand) in the first drawdown of funds from the Industrial Development Corp. of South Africa (IDC) as part of the $16-million (U.S.) South African rand-equivalent convertible loan facilities (IDC facility).

Highlights:

• Giyani has received the first drawdown of $5.7-million (109 million South African rand) from its $16-million (U.S.) South African rand-equivalent IDC facility. The IDC has the ability to convert the outstanding amount extended under the IDC facility into shares (and shareholder loans) in Thabatala Holdings Pty. Ltd. (HoldCo), subject to the company receiving TSX Venture Exchange approval, and the IDC receiving applicable South African regulatory approval (see the news releases dated Nov. 30, 2023, and March 28, 2024, for details of the IDC facility).
• The IDC is a major South African development financing institution with over 80 years of experience investing in the industrial and mining sector, with $8.5-billion (U.S.) of assets, typically investing over $1-billion (U.S.) each year in mining, infrastructure and other related projects.
• Giyani recently closed a $10-million (U.S.) investment from ARCH Sustainable Resources Fund LP (see NR dated Feb. 21, 2024), which has already been partially deployed to commence the company's 2024 drilling program to update the K.Hill mineral resource estimate (MRE). This is an important component of Giyani's definitive feasibility study (DFS) which is targeted for completion in H1 2025.
• Demonstration plant construction continues with the recent mobilization of the civil contractor to site in Johannesburg with the aim of supplying battery-grade manganese (HPMSM) to potential offtakers for testing in Q4 2024, postcommissioning of the demo plant.
• In addition to producing product for offtakers, the demo plant is a vital tool for flowsheet optimization as the company targets operating cost reductions, energy-efficiency measures and minimizing reagent consumption to inform the project economics and contribute positively to the DFS.

Danny Keating, president and chief executive officer of the company, commented:

"Completing the first drawdown of the IDC facility is another important achievement for the company as we embark on the work streams to take the project towards construction. I would like to thank the Giyani and IDC teams for their hard work completing the intensive due-diligence process, and for managing the regulatory work streams in Canada, South Africa and Botswana, which has enabled the IDC facility to be implemented.

"Our key work streams are in process and the company is working hard to derisk the project for financiers and offtakers as we look to position Giyani as a dominant producer of HPMSM globally."

The IDC facility

Terms for the IDC facility and HoldCo structure can be found in the NRs dated Nov. 30, 2023, and March 28, 2024. Copies of the agreements underlying the IDC facility have been filed under the company's profile on SEDAR+.

Project execution and definitive feasibility study

Now that the company has secured its financing from ARCH and completed an initial drawdown under the IDC facility, the company will continue progressing the critical work streams to move K.Hill to final investment decision (FID). These major work streams are discussed in the company's 2023 AIF (annual information form), 2023 MD&A (management's discussion and analysis), and the corporate presentation, and include:

• Completing construction, commissioning and entering into the operational phase of the demo plant in Johannesburg, which is designed to be a large-scale proof of concept for Giyani's flowsheet and is:
  • 1:10 engineering scale;
  • Capable of producing up to 600 kilograms per day of dry HPMSM crystals for shipment to offtakers for product qualification and negotiation of sales contracts, starting in Q4 2024.
• Flowsheet optimization undertaken at significant scale, including testing to reduce costs, reagent use and carbon emissions.
• Training of staff, including personnel recruited from Botswana, who can gain technical and operational skills prior to the construction and operation of the commercial plant, which will help to minimize the ramp-up period.
• Completion of a DFS to meet the requirements of project finance institutions, based on:
  • An updated MRE for K.Hill from additional drilling currently under way;
  • The company's preliminary economic assessment from July, 2023, and feasibility study from November, 2022, copies of which are available on SEDAR+;
  • Data and learnings from the operation of the demo plant.
• Advancing discussions with multiple Tier 1 offtakers that have expressed interest in bringing K.Hill into their battery raw material supply chains, a number of which have already visited Giyani's facilities:
  • Securing of the mining licence and other permits required for the project;
  • Submitting the special economic zone (SEZ) licence application and acknowledgment of SEZ status by the Special Economic Zone Authority of Botswana;
  • Continuing to augment the systems for the company to function as a focused, efficient, low-carbon and risk-conscious business as it puts in place all the building blocks for a successful company;
  • Further developing the company's corporate ESG (environmental, social and governance) strategy and commitments following the successful receipt of the environmental authorization for K.Hill in December, 2023 (see NR dated Jan. 4, 2024).

Fees

As consideration for services rendered to Giyani in connection with securing the IDC facility and completing the initial drawdown, Giyani will pay Hannam & Partners a cash fee of $365,750 (U.S.). A further $300,000 (U.S.) payment is contingent on a successful IDC conversion into HoldCo shares.

About Giyani Metals Corp.

Giyani is focused on becoming a dominant Western-world producer of sustainable, low-carbon, high-purity, battery-grade manganese for the electric vehicle (EV) industry. The company has developed a proprietary hydrometallurgical process to produce high-purity manganese sulphate monohydrate, a lithium-ion battery (LIB) cathode precursor material critical for EVs.

The company has recently secured $26-million (U.S.) in financing from two strategic partners, ARCH Sustainable Resources Fund LP and the Industrial Development Corp. of South Africa, as it aims to progress the K.Hill battery-grade manganese project in Botswana to construction by building and operating the demonstration plant, and completing a definitive feasibility study by the first half of 2025.

We seek Safe Harbor.