International Battery arranges financing with EV Metals

An anonymous director reports INTERNATIONAL BATTERY METALS SECURES SECOND FOLLOW-ON INVESTMENT FROM EV METALS, ADDING USD $2.0 MILLION UNDER EXISTING LOI International Battery Metals Ltd. has arranged a non-brokered private placement financing, marking the second follow-on investment under the company's previously announced binding letter of intent with EV Metals 7 LLC from March of 2025. This latest investment follows the $8.2-million (U.S.) financing completed earlier this year, bringing total investment under the LOI to date to $10.2-million (U.S.). Under the terms of the LOI, affiliates of EV Metals (a company controlled by International Battery director Jacob Warnock) have agreed to subscribe for an additional aggregate of $2.0-million (U.S.) in units of the company. At closing, the company has agreed to issue 12,464,000 units to EV Metals. Each unit will include one International Battery common share and one warrant to purchase an International Battery common share, and will be priced at 16 U.S. cents per unit, for total gross proceeds of $2.0-million (U.S.), which is based on an issue price of 22.5 Canadian cents for aggregate gross proceeds of $2,804,400 (Canadian) using the Bank of Canada U.S.-dollar-to-Canadian-dollar exchange rate as of Oct. 21, 2025, of $1 (U.S.) to $1.402 (Canadian). Each warrant will entitle the holder to purchase one additional International Battery common share at a price of 30 Canadian cents per International Battery share for a period of four years from the date of issuance. The offering is expected to close on or around Oct. 30, 2025, pending approval from the TSX Venture Exchange. Proceeds from the offering will be used for general corporate purposes as the company continues to advance deployment of its next-generation modular DLE technology. Under the LOI, International Battery has also agreed to pay Jacob Warnock a structuring fee equal to 5 per cent of the gross proceeds subscribed for by the EV Metals affiliates in connection with the offering, payable in cash at closing. The securities issued under this offering will be subject to a four-month-plus-one-day hold period under Canadian securities laws, and will be considered restricted securities under the U.S. Securities Act of 1933. Multilateral Instrument 61-101 disclosure The participation of EV Metals and its affiliates in the offering and the related structuring fee are considered related-party transactions under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). International Battery is relying on exemptions from the formal valuation and minority shareholder approval requirements under MI 61-101. International Battery is exempt from the formal valuation requirement in reliance on Section 5.5(a) of MI 61-101 and from minority shareholder approval in reliance on Section 5.7(1)(a) of MI 61-101, as the fair market value of the offering and the structuring fee, insofar as they involve related parties, are not more than 25 per cent of the company's market capitalization. A material change report will be filed in connection with the related-party transactions fewer than 21 days in advance of closing of the related-party transactions as approval of the related-party transactions occurred fewer than 21 days prior to the date of this announcement. The related-party transactions were unanimously approved by the non-interested directors of the company. Early warning disclosure As of the date hereof, EV Metals and affiliated entities under the common control of Mr. Warnock beneficially own or control 70,435,051 International Battery common shares, 47,535,130 warrants to acquire International Battery common shares and two million warrants to acquire International Battery common shares from arm's-length third parties (collectively representing 34.83 per cent of the issued and outstanding International Battery common shares on a partially diluted basis, assuming only the exercise of International Battery warrants beneficially owned by EV Metals and affiliated entities under the common control of Mr. Warnock). Following completion of the offering, it is expected that EV Metals and entities under the common control of Mr. Warnock will beneficially own or control 82,899,051 International Battery common shares, 59,999,130 International Battery common share purchase warrants and two million warrants to acquire International Battery common shares from arm's-length third parties (collectively representing 38.97 per cent of the issued and outstanding International Battery common shares on a partially diluted basis assuming only the exercise of warrants beneficially by EV Metals and entities under the common control of Mr. Warnock). About International Battery Metals Ltd. International Battery's direct lithium extraction technology is based on proprietary lithium extraction media housed in patented extraction columns. The columns are enclosed in modular, transportable skid-mounted platforms that can be transported and commissioned into production within a reasonably short time frame. Utilizing the patented technology, the company has a focus on advancing extraction of lithium chloride from groundwater salt brine and produced water deposits. The company's unique patented technology ensures efficient delivery of lithium chloride while ensuring minimal environmental impact. We seek Safe Harbor.