Mr. Matthew Allas reports

CANADIAN MANGANESE PROVIDES UPDATE ON NON-DILUTIVE ROYALTY FINANCING ON WOODSTOCK MANGANESE PROJECT AND DEBT REPAYMENT

Canadian Manganese Company Inc. has provided an update on the royalty purchase transaction previously announced in the company's press releases dated April 2, 2024, and May 15, 2024.

The company had initially contemplated closing the purchase by Leventis Capital Pte. Ltd. of a 3-per-cent gross revenue royalty on its Woodstock manganese project in one tranche for $15-million. The parties have now agreed that such purchase will be separated into two transactions, with Leventis initially acquiring a 1.5-per-cent gross revenue royalty for $7.5-million (U.S.), which closing is anticipated to take place by July 2, 2024, and then acquiring the remaining 1.5-per-cent gross revenue royalty for an additional $7.5-million (U.S.) at a later date.

As a result of this change, the form of royalty agreement has been amended to: (i) provide that the dates by which the option must be exercised to avoid the prerepurchase payments described in the company's April 2, 2024, press release will be revised from March 30, 2026 (and every two years thereafter), to the second anniversary of the date the full $15-million (U.S.) is received (and every two years thereafter) until the repurchase is completed; and (ii) provide the company with an option, until the full $15-million (U.S.) is received, to permanently reduce the amount of the gross revenue royalty to 1.5 per cent and reduce the amount of the repurchase payment from $22.5-million (U.S.) to $11.25-million (U.S.).

Where such reduction option is exercised, the dates by which the repurchase option must be exercised to avoid the prerepurchase payments will be revised from March 30, 2026 (and every two years thereafter), to the second anniversary of the date the company exercises the reduction option (and every two years thereafter) until the repurchase is completed.

The company will redeem in full its outstanding $5-million of convertible debentures in accordance with their terms upon receipt of the $7.5-million (U.S.) purchase price referenced herein.

About Canadian Manganese Company Inc.

Canadian Manganese Company is a Canadian mineral development company aiming to become a supplier of high-purity manganese metal products for the rechargeable battery industry. Canadian Manganese Company holds the Woodstock project in New Brunswick.

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