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VANCOUVER, BC and PLANO, Texas, April 4, 2025 /CNW/ – International Battery Metals Ltd. (“IBAT” or the “Company“) IBAT is pleased to announce it intends to complete a subsequent closing (the “Subsequent Closing“) of its previously announced private placement (the “Private Placement“).

Under the terms of the Private Placement, the Company has agreed to issue up to US$15 million in units (the “Units“) over several tranches within a 12-month period. The initial closing of the Private Placement was completed with EV Metals 7 LLC and EV Metals VI LLC, resulting in the issuance of 26,084,454 Units priced at C$0.4168 per Unit, yielding gross proceeds of USD$7,550,000 (the “Initial Closing“). Each Unit consists of one common share in the Company (a “Common Share“) and one common share purchase warrant (a “Warrant“). Each Warrant allows the holder to purchase one additional Common Share (a “Warrant Share“) at an exercise price of C$0.51 per Warrant Share, valid until March 31, 2029.

The Company expects to finalize the Subsequent Closing before April 17, 2025, with the price per Unit and the exercise price for the Warrants remaining unchanged from the Initial Closing. EV Metals 7 LLC, controlled by Jacob Warnock, has committed to purchasing US$679,000 of Units. Based on the Bank of Canada USD to CAD rate of US$1.00 to C$1.44 as of February 28, 2025, the Company plans to issue 2,345,873 Units to EV Metals 7 LLC for total gross proceeds of approximately C$977,759.87. The Warrants associated with this Subsequent Closing will allow the holder to buy one Warrant Share at an exercise price of C$0.51 for four years from the Subsequent Closing date. Proceeds from this closing will fund the preparation of IBAT’s modular direct lithium extraction plant (“MDLE Plant“) and support general corporate activities.

Additionally, the Company has agreed to compensate Jacob Warnock, a director and control person of EV Metals 7 LLC, with a financing structuring fee of USD$33,950, amounting to 5% of the gross proceeds from the Subsequent Closing.

Both the Subsequent Closing and the Structuring Fee require approval from the TSXV. Securities issued during the Subsequent Closing will be subject to a statutory hold period of four months and one day from issuance as per Canadian securities laws and will be deemed restricted securities under the United States Securities Act of 1933.

This press release does not constitute an offer to sell, nor is it a solicitation for an offer to buy any securities. Under no circumstances will securities be sold in any state within the United States where such an offer, solicitation, or sale is deemed illegal. The specified securities have not been nor will be registered under the United States Securities Act of 1933 and may not be offered or sold in the United States unless registered or exempt from registration requirements. This release may include statements protected under safe harbour provisions as defined by relevant securities laws and regulations.

MI 61-101 Disclosure

The involvement of EV Metals in the Offering and the payment of the Structuring Fee (collectively, the “Related Party Transactions“) qualify as “related party transactions” under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). The Company is relying on exemptions from formal valuation and minority shareholder approval requirements related to these transactions as outlined in MI 61-101. Specifically, the Company is exempt from formal valuation in section 5.4 and from minority shareholder approval in section 5.6, as the total value of the Offering and Structuring Fee involving related parties does not exceed 25% of the Company’s market capitalization. A material change report will be filed concerning these Related Party Transactions.