Mr. Mark Ireton reports

VICTORY ANNOUNCES PRIVATE PLACEMENTS OF UP TO AN AGGREGATE OF $2,000,000

Victory Battery Metals Corp. has arranged a private placement financing of up to 12.5 million units of the company at a price of eight cents per unit for aggregate gross proceeds of up to $1-million and a concurrent placement of flow-through units for additional gross proceeds of up to $1-million.

Each unit will be composed of one common share in the capital of the company and one common share purchase warrant. Each warrant entitles the holder thereof to purchase one additional common share at a price of 12 cents per common share for a period of two years following the closing date of the offering, subject to accelerated expiry as described herein. If, at any time, the closing price of the company's common shares is greater than 17 cents per common share for 10 consecutive days, including days where there is no trading, the company may provide written notice to the holders that the expiry of the warrants shall be accelerated to a date that is not fewer than 30 days from the date of the warrant acceleration notice.

Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 (Prospectus Exemptions), the units (other than the placement units (as defined below)) will be offered for sale to purchasers resident in Canada, except Quebec, and/or other qualifying jurisdictions pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 (the Listed Issuer Financing Exemption). Because the offering is being completed pursuant to the listed issuer financing exemption, the securities issued in the offering will not be subject to a hold period pursuant to applicable Canadian securities laws.

There is an offering document related to the offering that can be viewed under the company's profile at SEDAR and on the company's website. Prospective investors should read this offering document before making an investment decision.

In addition to the offering, the company intends to complete a concurrent private placement of up to 6,666,667 units to certain insiders and other purchasers pursuant to applicable exemptions under NI 45-106 for aggregate gross proceeds of up to $1-million. The flow-through units will be subject to a four-month-and-one-day hold period following the closing date.

Each flow-through unit consists of one common share and one FT warrant exercisable for two years at 15 cents.

If, at any time, the closing price of the corporation's common shares is greater than 20 cents per common share for 10 consecutive days, including days where there is no trading, the corporation may provide written notice to the holders that the expiry of the FT warrants shall be accelerated to a date that is not fewer than 30 days from the date of the warrant acceleration notice.

The company intends to use net proceeds of the offering for working capital requirements and other general corporate purposes. The gross proceeds from the flow-through units will be used for exploration expenses on the company's mining projects as permitted under the Income Tax Act (Canada) to qualify as Canadian exploration expenses.

The closing dates of the offering and the flow-through placement are expected to occur on or about Feb. 20, 2023, or such later date or dates as the company may determine, and are subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including approval from the Canadian Securities Exchange. Completion of the offering is not conditional upon the completion of the flow-thorough placement or vice versa.

About Victory Battery Metals Corp.

Victory Battery (Canadian Securities Exchange: VR) is a publicly traded diversified investment corporation with mineral interests in North America. The company is also actively seeking other exploration opportunities.

We seek Safe Harbor.