Mr. Guy Bourgeois reports

G6 MATERIALS RECEIVES FINAL TSXV APPROVAL FOR THE TECHNOLOGY LICENSE AGREEMENT WITH GRAPHENE CORP.

Further to G6 Materials Corp.'s new release dated Feb. 28, 2024, it has closed the technology licence agreement dated Feb. 22, 2024, between the company and Graphene Corp. (the licensor), a subsidiary of Elcora Advanced Materials Corp., in respect of intellectual property rights associated with graphene coating technology. The acquisition of this licence aligns seamlessly with G6's vision to deliver cutting-edge solutions that push the limits of performance and sustainability and offer innovative solutions across diverse industries. The licence for the subject technology is for a period of up to Feb. 1, 2026, and is non-exclusive, non-sublicensable and non-transferable.

The licence fee of $300,000 has been paid through the issuance of 3,333,333 common shares in the capital of the company at a deemed price of nine cents per share. No finder's fees will be paid on the agreement. The company utilized Section 2.12 of National Instrument -- Prospectus Exemptions, also referred to as the asset acquisition prospectus exemption, for the issuance of the shares. These shares will be subject to a statutory hold period of four months and one day, starting from the date of issuance of the shares.

Upon the payment of the shares to the licensor as consideration for the licence, the licensor owns an aggregate of 3,333,333 shares of the company or approximately 16.92 per cent of the issued and outstanding common shares of the company. The acquisition is an arm's-length transaction.

The technology

The licensed graphene coating technology offers superior performance characteristics that will diversify G6's product portfolio.

Early warning disclosure

Graphene (the acquiror), a subsidiary of Elcora Advanced Materials, acquired 3,333,333 common shares in the capital of the company at a deemed price of nine cents per consideration share pursuant the technology licence agreement dated Feb. 22, 2024. Prior to the issuance of the consideration shares under the agreement, the acquiror does not own any common shares in the capital of the company. After the issuance of the consideration shares, the acquiror now holds 3,333,333 common shares of the company representing 16.92 per cent of the issued and outstanding common shares of the company on a non-diluted basis. The acquiror does not hold other securities of the company.

The acquiror may acquire or dispose of securities of the company in the future through, among other means, the purchase or sale of common shares on the open market, or in private transactions or otherwise, on such terms and at such times as the acquiror may deem advisable.

A copy of the early warning report being filed by the acquiror may be obtained by contacting the company at 604-687-2038.

About G6 Materials Corp.

G6 Materials is a high-tech company with expertise in advanced materials that creates value developing innovative composites for a wide range of industrial uses. Graphene Laboratories Inc., a wholly owned subsidiary of G6, sells a range of graphene-based products and other materials, including but not limited to conductive epoxies, high-performance composites, and research and development materials, with numerous customers from among the Fortune 500 list of companies, as well as NASA and leading universities. Graphene Laboratories has entered the global air filtration market with Breathe+, a line of medical-grade HEPA (high-efficiency particulate absorbing) air filtration products enhanced with advanced performance graphene material.

G6 has identified new graphene-based applications to accelerate growth into the future. Accordingly, the company has a valuable intellectual property portfolio currently comprising seven granted patents. The company's management team and employees have a deep understanding of graphene technology based on decades of aggregate academic and commercial experience. Graphene Laboratories has established its premium research laboratory and scalable production facility equipped with advanced analytical and material processing equipment.

We seek Safe Harbor.