Mr. Craig Nicol reports

GMG ANNOUNCES PRICING OF MARKETED UNIT OFFERING

Graphene Manufacturing Group Ltd. has priced its previously announced marketed offering of units of the company.

Pursuant to the offering, the company will issue 1,764,706 units at a price of $1.70 per unit for aggregate gross proceeds to the company of approximately $3-million. Each unit will consist of one ordinary share of the company and one-half of one ordinary share purchase warrant. Each whole warrant will entitle the holder to acquire one ordinary share of the company at an exercise price of $2.20 per warrant share for a period of four years following the closing of the offering, subject to adjustment in certain events.

The units will be offered under the amended and restated base shelf prospectus of the company dated Aug. 2, 2023, as supplemented by a shelf prospectus supplement to be prepared and filed in each of the provinces of British Columbia, Alberta, Saskatchewan and Ontario and by way of a private placement in the United States and in those jurisdictions outside of Canada and the United States that are agreed to by the company and the underwriters (as defined herein), where the units can be issued on a private placement basis, exempt from any prospectus, registration or other similar requirements

Raymond James is acting as sole bookrunner for the offering on behalf of a syndicate of underwriters, which includes Eight Capital and H.C. Wainwright & Co.

The company has granted the underwriters an option to cover overallotments and for market stabilization purposes. The overallotment option will be exercisable at any time up to 30 days subsequent to the closing of the offering to purchase up to an additional 15.0 per cent of the units sold under the offering on the same terms and conditions of the offering. The overallotment option is exercisable to acquire units, common shares and/or warrants (or any combination thereof) at the discretion of the underwriters.

The net proceeds of the offering are expected to be used primarily to strengthen the company's financial position and provide liquidity to finance continuing operations, including, in particular, the company's expenses incurred, and expected to be incurred, in connection with the company's research and development objectives.

The closing of the offering is expected to occur on or about Aug. 16, 2023, and is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange and the applicable securities regulatory authorities.

Copies of the supplement and the base shelf prospectus can be obtained on SEDAR+ and from Raymond James Ltd. The supplement and the base shelf prospectus contain important detailed information about the company and the proposed offering. Prospective investors should read the supplement and the base shelf prospectus and the other documents the company has filed on SEDAR+ before making an investment decision.

About Graphene Manufacturing Group Ltd.

Graphene Manufacturing Group is a disruptive Australian-based clean technology company listed on the TSX-V that produces graphene and hydrogen by cracking methane (natural gas) instead of mining graphite. By using the company's proprietary process, Graphene Manufacturing Group can produce high-quality, low-cost, scalable, tunable and no-contaminant/low-contaminant graphene -- enabling demonstrated cost and environmental improvements in a number of world-scale planet-friendly/clean technology applications. Using this low-input-cost source of graphene, the company is developing value-added products that target the massive energy efficiency and energy storage markets. The company is pursuing additional opportunities for Graphene Manufacturing Group graphene, including developing next-generation batteries, collaborating with world-leading universities in Australia, and investigating the opportunity to enhance the performance of lubricant oil and performance-enhanced HVAC-R (heating, ventilation, air conditioning and refrigeration) coating system.

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