Ms. Nicole Morcombe reports

VELOX ENERGY MATERIALS INC. ANNOUNCES PROPOSED NON-BROKERED PRIVATE PLACEMENT FINANCING

Velox Energy Materials Inc. proposes to complete a non-brokered private placement financing of up to 89,296,272 units of the company at a price of 3.5 cents per unit for gross proceeds of up to $3,125,369.52.

Each unit will consist of one common share in the capital of the company and one common share purchase warrant. Each warrant will be exercisable to acquire one additional common share at a price of five cents for a period of 24 months from the date of issuance, in accordance with TSX Venture Exchange policies.

The net proceeds of the offering will be used to finance the evaluation and due diligence of potential resource opportunities consistent with the company's existing business strategy, current project commitments, regulatory, professional and corporate administration costs, and general working capital purposes. None of the proceeds will be used for investor relations service providers or payments to non-arm's-length parties.

The private placement is subject to the receipt of all necessary regulatory approvals, including approval of the TSX Venture Exchange. All securities issued pursuant to the private placement will be subject to a statutory hold period of four months and one day in accordance with applicable securities laws.

In connection with the private placement, the company may pay finders' fees of 6 per cent in cash up to and 6 per cent in finders' warrants to eligible finders, in accordance with the policies of the exchange. Each finder's warrant entitles the holder to acquire one common share at a price of five cents per share for a period of 24 months from the closing date.

A director of the company intends to participate in the private placement for up to 5.7 million units. Such participation will constitute a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(b) and 5.7(1)(b), respectively, as the company's securities are not listed on a specified market and the fair market value of the participation does not exceed 25 per cent of the company's market capitalization.

In accordance with applicable Canadian securities laws, all securities issued pursuant to the private placement will be legended with a hold period of four months and one day from the date of issuance.

Completion of the private placement and payment of any finders' fees remain subject to the receipt of all necessary regulatory approvals, including approval of the TSX Venture Exchange.

Velox Energy Materials is a publicly traded energy materials company developing and progressing high-value assets in resource and research-friendly jurisdictions. The company's priority focus is the advanced NQV project in Queensland, Australia. The NQV project hosts the Cambridge deposit with a CIM-compliant indicated mineral resource of 61.33 million tonnes (t) at 0.34 per cent V2O5 and 234.6 parts per million (ppm) MoO3, along with an inferred mineral resource of 144.87 million t at 0.33 per cent V2O5 (cut-off grade of 0.25 per cent V2O5) and 241.9 ppm MoO3 (Dufresne et al., 2022). The company is targeting shallow, high-grade mineralization that can be developed using low-cost mining and processing options.

The company additionally owns Kotai Energy and the option to acquire 100 per cent of the intellectual property rights associated with the solid-state hydrogen storage project from Curtin University in Western Australia. Kotai is focused on the commercialization of technology that can produce high-pressure hydrogen following transport as an inert powder.

We seek Safe Harbor.