Mr. Danny Keating reports

GIYANI SATISFIES KEY CONDITION FOR DRAWDOWN UNDER US$16 MILLION IDC FACILITY

The TSX Venture Exchange has conditionally approved Giyani Metals Corp.'s $16-million (U.S.) facility secured with the Industrial Development Corp. of South Africa Ltd. (IDC).

Following agreement with IDC, the facility documents have been amended to align with the TSX-V requirements and the company now expects that first drawdown will occur in April, 2024.

Other than the amendments set out below, the material terms of the $16-million (U.S.) amended IDC facility remain the same as set out in the company's news release dated Nov. 30, 2023.

In the meantime, Giyani is progressing work related to the demonstration plant construction, and the other areas of the business following the receipt of the $10-million (U.S.) of financing from ARCH Sustainable Resources Fund LP in February (see news release dated Feb. 21 2024).

Amended IDC facility

Under the amended IDC facility, dated March 27, 2024, the IDC now only has the ability to elect to convert the outstanding amount of the facility into shares (and shareholder loans) in Thabatala Holdings Pty. Ltd. (HoldCo), subject to the company receiving TSX-V approval in respect thereof pursuant to an application by the company at the time such conversion is proposed. HoldCo is a Botswana-registered, wholly owned subsidiary of the company. Further, if IDC has elected to convert the outstanding amount of the amended IDC facility into shares (and shareholder loans) in HoldCo, the IDC may then seek to have such equity in HoldCo exchanged for common shares in Giyani in certain circumstances. Any such exchange of HoldCo equity into Giyani shares will be subject to a future application to TSX-V and approval thereof at the time such exchange is proposed. Accordingly, as the issuance of Giyani shares under the amended IDC facility is subject to a further TSX-V application and approval thereof, the amended IDC facility no longer includes a concept of a minimum share price for Giyani shares issuable thereunder, as no such floor price can be set at this time.

This foregoing summary is qualified in its entirety by the full text of the amended IDC facility, copies of which have been or will be filed under the company's profile on SEDAR+.

About Giyani Metals Corp.

Giyani's mission is to become a sustainable, low-carbon producer of battery materials for the electric vehicle (EV) industry. The company has developed a hydrometallurgical process to produce HPMSM, a lithium-ion battery cathode precursor material critical for EVs, directly from ore from its manganese oxide deposits in Botswana. The company's assets include K.Hill and the Otse and Lobatse manganese prospects.

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