Mr. James Cross reports

E-POWER RESOURCES INC. ANNOUNCES CLOSING OF PRIVATE PLACEMENT

E-Power Resources Inc. has closed the private placement previously announced on May 9, 2023.

An aggregate of 313,437 units of the company were issued in the non-flow-through portion of the private placement at a price of 32 cents per Non-FT unit for gross proceeds of $100,299.84, each non-FT unit comprising one common share in the capital of the company and one common share purchase warrant, each warrant entitling its holder thereof to acquire one additional common share at a price of 48 cents per warrant share for a period of two years from the closing date.

Net proceeds from the non-FT offering will be used by the company for general working capital purposes.

An aggregate of 1,075,000 units of the company were issued in the flow-through portion of the private placement at a price of 35 cents per FT unit for gross proceeds of $376,250, each FT unit comprising one common share in the capital of the company that will qualify as flow-through shares (within the meaning of Subsection 66(15) of the Income Tax Act (Canada)), and one warrant, each warrant entitling its holder thereof to acquire one warrant share at a price of 48 cents per warrant share for a period of two years from the closing date.

Net proceeds from the FT offering will be used by the company to incur eligible Canadian exploration expenses that will qualify as flow-through mining expenditures, as defined in Subsection 127(9) of the Income Tax Act (Canada) and under Section 359.1 of the Taxation Act (Quebec), related to the company's Tetepisca graphite property, located in the Tetepisca graphite district of the North Shore region of Quebec, on or before Dec. 31, 2024. All qualifying expenditures will be renounced in favour of the subscribers to the FT offering effective Dec. 31, 2023. In addition, with respect to Quebec resident subscribers of FT shares and who are eligible individuals under the Taxation Act (Quebec), the Canadian exploration expenses will also qualify for inclusion in the "exploration base relating to certain Quebec exploration expenses" within the meaning of Section 726.4.10 of the Taxation Act (Quebec) and for inclusion in the "exploration base relating to certain Quebec surface mining expenses or oil and gas exploration expenses" within the meaning of Section 726.4.17.2 of the Taxation Act (Quebec).

No insiders of the company participated in this private placement.

The company paid finders' fees to two different entities, StephenAvenue Securities Inc. and Red Cloud Financial Services Inc., which respectively received a cash commission of $266 and $24,500. In addition, StephenAvenue Securities received 831 broker warrants and Red Cloud Financial Services received 70,000 broker warrants, with each warrant entitling its holder thereof to purchase one common share of the company at a price of 48 cents and expiring on June 13, 2025.

About E-Power Resources Inc.

E-Power Resources is an exploration-stage company engaged principally in the acquisition, exploration and development of graphite properties in Quebec. Its flagship asset, the Tetepisca graphite property, is located in the Tetepisca graphite district of the North Shore region of Quebec, approximately 215 kilometres from the Port of Baie-Comeau.

We seek Safe Harbor.