The reason for bringing forward the publication of the interim report is to enable persons discharging managerial responsibilities, who are subject to trading ban during a 30-day period before the publication of the interim report, to exercise their warrants of series TO4 during the subscription period.

CEO Roberto García Martínez will be presenting the Company at an investor meeting on Tuesday 14 May 2024 at 5:00 PM CEST. Shareholders and other stakeholders have the opportunity to follow the presentation in real-time and ask questions to the Company during the subsequent Q&A session.

Registrations for the investor meeting are made on the following link: https://forms.gle/RU7t3nqEvTRwjCJFA. Please note that the investor meeting will be held in English.

IMPORTANT INFORMATION
Publication, release, or distribution of this press release may in certain jurisdictions be subject to legal restrictions and persons in the jurisdictions where this press release has been made public or distributed should be informed of and follow such legal restrictions. The recipient of this press release is responsible for using this press release and the information herein in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer or solicitation to buy or subscribe for any securities in Eurobattery in any jurisdiction, either from Eurobattery or from anyone else.

This press release does not constitute an offer or solicitation to buy or subscribe for securities in the United States. The securities mentioned herein may not be sold in the United States without registration, or without an exemption from registration, under the U.S. Securities Act from 1933 (“Securities Act”), and may not be offered or sold within the United States without being registered, covered by an exemption from, or part of a transaction that is not subject to the registration requirements according to the Securities Act. There is no intention to register any securities mentioned herein in the United States or to issue a public offering of such securities in the United States. The information in this press release may not be released, published, copied, reproduced or distributed, directly or indirectly, wholly or in part, in or to Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa, the United States or any other jurisdiction where the release, publication or distribution of this information would violate current rules or where such an action is subject to legal restrictions or would require additional registration or other measures beyond those that follow from Swedish law. Actions in contravention of this instruction may constitute a violation of applicable securities legislation.

This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 and has not been approved by any regulatory authority in any jurisdiction. A prospectus was produced by the Company in connection with the Rights Issue in which warrants of series TO4 and series TO5 were issued. The prospectus is kept available at, inter alia, the Company’s website.

• An investment of EUR 2.5 million in TSJ for an ownership stake of 51 per cent on a fully diluted basis.
• The full investment amount would primarily be used for the design and construction of a processing plant as well as working capital for the production start.
• The investment will, in combination with a letter of intent with an off-taker within the Sandvik Group, enable TSJ to start delivering tungsten material to Europe in 2025.
• Tungsten is a critical raw material used widely in industrial applications and in many important sectors, e.g. electronics and power industry, aeronautics, and the defence industries.
• The payment would be made in cash in two tranches of EUR 1.5 million and EUR 1.0 million respectively, where the Company would access its full ownership stake directly after the payment of the first tranche.
• The Company intends to complete both tranches of the investment in 2024.
• The investment is conditional on Eurobattery Minerals conducting satisfactory due diligence of TSJ and the parties agreeing to enter into an investment agreement, as well as the Company´s ability to obtain financing for the investment.

“This acquisition is a game changer for Eurobattery Minerals and it will transform the Company´s DNA. Tungsten is listed as a critical raw material by the EU and tungsten-enhanced steel is vital, for example, for the defence industry,” comments Roberto García Martínez, CEO of Eurobattery Minerals.

Information about TSJ and the tungsten project
TSJ is a Spanish mining entity engaging in the development of the San Juan wolfram deposit (Ourense, Galicia, Spain), a site with appreciable mineralisation of tungsten which has never been mined (the “Project”). The Project has all the necessary licences and contracts in place to commence production, including a letter of intent for an off-take agreement with Wolfram Bergbau und Hütten AG, an Austrian world-leading tungsten producer within the Swedish Sandvik Group.

The initial small-scale open pit production planned in 2025 is based on the proven reserves of 60,000 t @ 1.3% WO3 (78,000 MTU). With consideration of a potential extension of the open pit as well as the other potential reserves in the remaining numerous outcroppings of skarn, TSJ forecasts an initial mining objective for the Project in the order of at least 960,000 MTU, i.e. more than 12 times the size of the proven reserves.

The investment in brief
The investment of EUR 2.5 million through a new share issue is intended to enable the start of production in 2025. According to the business plan, the Project would yield positive cash flows within 12 months from the completion of the first tranche, with a payback period on the investment of 3.4 years (including the estimated 10-month plant construction time). Parts of the cash flows each year are intended to be recouped in dividends to the owners. The remainder will be re-invested in new drilling programs and further development with the ambition to realise the value-adding potential of the project, which TSJ anticipates being at least 12 times higher than the actual proven reserves. The distribution of the net profits will be determined over time, guided by the development of the Project, with the ambition to maximise shareholder value.

“This investment is transformative for Eurobattery Minerals as it will make the Company self-sufficient. The Project constitutes a fantastic opportunity to enable positive cash flows to the Company and it has a big value-adding potential, which could significantly increase the project value in the future. Considering the role of tungsten as a critical raw material and its applications within the aeronautics, space, and defence industries – as well as electronics and industrial applications – this investment aligns well with our mission to make Europe self-sufficient in responsibly mined minerals,” comments Roberto García Martínez, CEO of Eurobattery Minerals.

Eurobattery Minerals intends to explore the possibility of obtaining financing for the investment, for which the parties’ collective ambition is to complete the deal in 2024. The LOI gives Eurobattery Minerals exclusive rights for ninety calendar days to invest the majority stake in the Project.

Terms for the Warrants in brief

• Holders of Warrants of series TO4 have the right to subscribe for one (1) new share in the Company for each (1) held Warrant of series TO4 at a subscription price of SEK 0.40 per share.
• The number of outstanding Warrants of series TO4 is 33,268,890, which upon full subscription would imply an increase of 33,268,890 shares in the Company, from 103,131,838 shares to 136,400,728 shares, and an increase in the share capital of SEK 13,307,556.00, from SEK 41,252,735.20 to SEK 54,560,291.20.
• Upon full exercise of the Warrants, the Company will receive a maximum of approximately SEK 13.3 million before issue costs.
• The subscription period for the Warrants of series TO4 runs from 7 May to 21 May 2024.
• The last day of trading in Warrants of series TO4 is on 17 May 2024.
• The outcome is expected to be published on 23 May 2024.
• For existing investors who do not participate in the issue of shares by exercising Warrants, the dilution will be approximately 24.4 per cent upon full exercise of the outstanding Warrants of series TO4.

Other information
For investors that have their Warrants of series TO4 registered in a depository at a nominee, subscription, and payment by exercise of Warrants of series TO4 must be made in accordance with instructions from each respective nominee. Please contact your nominee for further information.

For investors that have their Warrants of series TO4 directly registered on a VP account, subscription, and payment by exercise of Warrants of series TO4 must be made according to instructions on the subscription form which is sent out by mail. The subscription form will also be available for download on the Company’s issue site, investors.eurobatteryminerals.com/en/warrants-series-to4/, Augment Partner AB’s offer site, www.augment.se/offerings/, and on Aqurat Fondkommission AB’s website, www.aqurat.se.

For more information about the Warrants of series TO4, please see the complete terms which are available for download on the Company’s issue site, investors.eurobatteryminerals.com/en/warrants-series-to4/.

Warrants of series TO5
Each one (1) warrant of series TO5 will entitle the holder to subscribe for one (1) new share during the exercise period commencing on 7 October and ending on 18 October 2024, at a price corresponding to 70 per cent of the volume-weighted average price of the Company’s share during the ten trading days between 20 September and 3 October 2024, but not less than SEK 0.40 per share and no more than SEK 0.52 per share.

Advisers
Augment Partners AB acted as financial adviser and Advokatfirman Schjødt acted as legal adviser in the transaction.

IMPORTANT INFORMATION
Publication, release, or distribution of this press release may in certain jurisdictions be subject to legal restrictions and persons in the jurisdictions where this press release has been made public or distributed should be informed of and follow such legal restrictions. The recipient of this press release is responsible for using this press release and the information herein in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer or solicitation to buy or subscribe for any securities in Eurobattery Minerals in any jurisdiction, either from Eurobattery or from anyone else.

This press release does not constitute an offer or solicitation to buy or subscribe for securities in the United States. The securities mentioned herein may not be sold in the United States without registration, or without an exemption from registration, under the U.S. Securities Act from 1933 (“Securities Act”), and may not be offered or sold within the United States without being registered, covered by an exemption from, or part of a transaction that is not subject to the registration requirements according to the Securities Act. There is no intention to register any securities mentioned herein in the United States or to issue a public offering of such securities in the United States. The information in this press release may not be released, published, copied, reproduced or distributed, directly or indirectly, wholly or in part, in or to Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa, the United States or any other jurisdiction where the release, publication or distribution of this information would violate current rules or where such an action is subject to legal restrictions or would require additional registration or other measures beyond those that follow from Swedish law. Actions in contravention of this instruction may constitute a violation of applicable securities legislation.

This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 and has not been approved by any regulatory authority in any jurisdiction. A prospectus was produced by the Company in connection with the Rights Issue in which warrants of series TO4 and series TO5 were issued. The prospectus is kept available at, inter alia, the Company’s website.

The company will provide the environmental permit application to the Finnish Environmental Authority and following this, have a meeting with the agency in mid-April. After the April meeting, Eurobattery Minerals will follow the instructions and procedural steps indicated by the Finnish Authority.

“We are looking forward to submitting the environmental permit application and work alongside the authorities to ensure a smooth and quick process,” said Roberto García Martínez, CEO of Eurobattery Minerals.

“In Q4, we at Eurobattery Minerals have been working to accelerate the development of our Hautalampi battery mineral mine project, for example, by preparing the application for an environmental permit in Q1-2024 and by continuing to work on the finalization of the project acquisition, which is planned to take place during 2024. With these plans, we are laying the foundation for the start of the project’s construction phase and the subsequent mining operations”, comments Roberto García Martínez, CEO of Eurobattery Minerals, regarding the fourth quarter 2023.

Strategic and operational highlights Q4 2023

• In October, Eurobattery Minerals announced that it will not renew its exploration licenses for its seven Swedish assets when the permits expire. The decision will enable Eurobattery Minerals to focus on projects which are in the more advanced stages to create better shareholder value.
• In October, Eurobattery Minerals announced its partnership with the Research Center for Smart Exploration led by Uppsala University in Sweden. It is a multidisciplinary centre that will research the exploration and refinement of metals and minerals.
• In November, Eurobattery Minerals decided on a rights issue of approximately SEK 29.3 million and undertakes to carry out a convertible issue of SEK 5.0 million. The Rights issue was secured to approximately SEK 22.0 million, corresponding to 75.0 per cent of the Rights issue, by subscription and underwriting commitments.
• In December, the Extraordinary General Meeting was held on the 27th and resolved, inter alia, to approve the board of directors’ resolution on a rights issue of units and other related proposals, as well as the election of a new board member, namely Eckhard Cordes.

Key financial figures for Q4 2023

• Net sales amounted to SEK 0 (Q4 2022: SEK 0).
• Operating income after depreciation/amortisation and financial items totalled SEK -4,649 thousand (Q4 2022: SEK -3,881 thousand).
• Earnings per share after financial items before dilution amounted to SEK -0.97 (Q4 2022: SEK -0.23).
• Earnings per share after financial items after dilution amounted to SEK -0.97 (Q4 2022: SEK -0.23).
• Cash flow from operating activities was SEK 8,906 thousand (Q4 2022: SEK -5,751 thousand).

Key financial figures for the full year 2023

• Net sales amounted to SEK 0 (FY 2022: SEK 0).
• Operating income after depreciation/amortisation and financial items totalled SEK -23,055 thousand (FY 2022: SEK -20,138 thousand).
• Earnings per share after financial items before dilution amounted to SEK-1.33 (FY 2022: SEK -1.28).
• Earnings per share after financial items after dilution amounted to SEK-0.60 (FY 2022: SEK -1.22).
• Cash flow from operating activities was SEK 1,253 thousand (FY 2022: SEK 4,439 thousand).
• The Board of Directors does not intend to propose any dividend to the upcoming Annual General Meeting

Significant events after the period

• In January, the company announced process design for the concentration plant at its battery mineral mine project in Hautalampi. The plant is designed to produce annually 21,000 tonnes of Ni 7%/Co 1.9% concentrate and 5,000 tonnes of Cu 25% concentrate during the anticipated 12 years of mining at the site. The designed capacity of the plant is 500,000 tonnes per annum.
• Also, in January, Eurobattery Minerals published the preliminary and final outcomes for the rights issue. The final outcome showed that 28,288,738 units were subscribed for, corresponding to a subscription rate of approximately 77.3 per cent. Eurobattery thereby receives total issue proceeds of approximately SEK 22.6 million (of which SEK 1.6 million is obtained through set-off of debts) before issue costs.

Detailed financial information
The Q4 report for 2023 of Eurobattery Minerals AB is available for download at the Company’s website and can be viewed in the attachment of the release (see below).

Eurobattery Minerals AB’s (Nordic Growth Market: BAT and Börse Stuttgart: EBM; in short: “Eurobattery” or the “Company”) rights issue of units has been registered with the Swedish Companies Registration Office. The last day for trading in paid subscribed units (“BTU”) is on 7 February 2024. Euroclear’s record date for conversion from BTU to shares and warrants is on 9 February 2024. The new shares and warrants are expected to be distributed to the respective shareholder’s VP account/depot on 13 February 2024. The first day of trading of the warrants of series TO4 (Ticker: BAT TO4) is on 13 February 2024 and they will be traded until and including 17 May 2024. The first day of trading of the warrants of series TO5 (Ticker: BAT TO5) is on 13 February 2024 and they will be traded until and including 16 October 2024.

Terms for the Compensation issue

In connection with the Rights issue, it was communicated that the Rights issue was covered by underwriting commitments amounting to a total of approximately SEK 20.4 million. In accordance with the underwriting agreements, underwriting commitments entitled to underwriting remuneration corresponding to fifteen (15) per cent of the underwritten amount in cash or twenty (20) per cent of the underwritten amount in units. Several underwriters have chosen to receive their remuneration in the form of units in the Company, and due to this, Eurobattery’s Board of Directors has today decided on a directed Compensation issue of a total of 4,980,152 units, corresponding to approximately SEK 4.0 million, to said underwriters.

The subscription price in the Compensation issue corresponds to the subscription price in the Rights issue and was determined through negotiations between the underwriters and the Company, in consultation with advisors and through analysis of several market factors. The Board of Directors’ assessment is therefore that the subscription price is at market, with consideration of current market conditions.

The reason for the deviation from the shareholders’ pre-emptive right is to fulfil the Company’s commitments to the underwriters as a cause of the entered underwriting agreements. Payment in the Compensation issue shall be made by offsetting the underwriters’ claim for underwriting remuneration.

Through the Compensation issue, the number of shares in Eurobattery will increase by 9,960,304, from 93,171,534 to 103,131,838. The share capital will thereby increase by SEK 3,984,121.60, from SEK 37,268,613.60 to SEK 41,252,735.20. The Compensation issue thus entails a dilution effect on the Company’s share of approximately 9.7 per cent.

Through the Compensation issue, 4,980,152 warrants of series TO4 and 4,980,152 warrants of series TO5 are issued. If all outstanding warrants of series TO4 and TO5, including the warrants issued through the Rights Issue, are exercised for subscription of new shares in the Company, the number of shares will increase by an additional 66,537,780 shares, entailing an increased dilution of approximately 39.2 per cent, of which a maximum of approximately 5.9 per cent is attributable to the warrants issued through the Compensation issue.

All units in the Compensation issue have been subscribed for and allotted to underwriters who have chosen to receive underwriting compensation in the form of units.

Terms for the Convertible issue

The Company has an outstanding debt as a result of a convertible debenture with a nominal value of SEK 10.0 million which was issued to Formue Nord Fokus A/S as a result of a resolution by the Extraordinary General Meeting on 30 November 2022 and which entitled the holder to conversion of up to 2,500,000 new shares in the Company at a conversion price of SEK 4.00 per share. In connection with the Rights issue, the Company has undertaken to repay the whole outstanding debt including interest, of which approximately SEK 6.6 million is paid in cash and the remaining amount is offset against Convertible notes in the Convertible issue.

The terms of the Convertible issue, including the conversion price, have been established through negotiations at arm’s length with Formue Nord Fokus A/S and are deemed by the Board of Directors to be at market. The main conditions for the Convertible issue are stated below:

• 5,000,000 Convertible notes with a total nominal value of SEK 5.0 million, which carries the right to convert to 10,416,666 new shares until 9 August 2025 at a conversion price of SEK 0.48.
• Minimum conversion amount of SEK 1.0 million per occasion.
• To the extent that conversion has not occurred, the loan must be repaid in full on 9 August 2025 at the latest.
• The Convertible notes carry an annual interest of 12 per cent plus STIBOR 3M, to be paid on a quarterly basis and on the final due date.
• Upon full conversion of the Convertible notes, the number of shares will increase by 10,416,666 shares, implying a maximum dilution of approximately 10.1 for the existing shareholders.
• The total subscription price for the Convertible notes amounts to 95 per cent of the total nominal amount. Payment shall be made by offsetting Formue Nord Fokus A/S’s claim under the previous convertible.
• In the event that the Company carries out a directed issue of shares, the holder of the convertible loan has the right, during a period of 10 days, to convert the entire loan amount at a conversion price corresponding to the issue price in the directed issue.

Formue Nord Fokus A/S has subscribed for and been allotted all Convertible notes in the Convertible issue.

The reason for the deviation from the shareholders’ pre-emptive right is an agreement with Formue Nord Fokus A/S regarding a liquidity-efficient repayment of the outstanding debt as a result of the previous convertible debenture. The Board of Directors has considered the possibility of financing the repayment of the outstanding debt by carrying out a larger rights issue of shares than the Rights issue, or through a rights issue of convertible notes, but has made the assessment that such a rights issue would probably not be fully subscribed. Obtaining underwriting for such a rights issue would be costly for the Company. The Board of Directors’ overall assessment is thus that the Convertible issue constitutes the most efficient financing of the repayment of the outstanding debt to Formue Nord Fokus A/S and is beneficial for the Company and its shareholders.

The subscription price for the Convertible notes has been determined through negotiations with Formue Nord Fokus A/S at arm’s length, in consultation with advisors and through analysis of several market factors and is deemed by the Board of Directors – in light of the agreement – to be at market.

Final outcome

The Rights issue comprised a total of 36,594,058 units. One (1) unit consists of two (2) new shares, one (1) warrant of series TO4 and one (1) warrant of series TO5. The final outcome shows that 26,230,296 units, corresponding to approximately 71.7 per cent of the Rights issue, were subscribed for with unit rights. 2,058,442 units, corresponding to approximately 5.6 per cent of the Rights issue, were subscribed for without unit rights. The outcome implies that no underwriting commitments will be claimed. Altogether, the Rights issue was subscribed to approximately 77.3 per cent.

Other information

Through the Rights issue, the Company receives gross proceeds of approximately SEK 22.6 million (of which SEK 1.6 million is obtained through set-off of debts). The number of shares will increase by 56,577,476, from 36,594,058 to 93,171,534, when the new shares are registered at the Swedish Companies Registration Office which is expected to take place in the beginning of February 2024. The share capital will increase by SEK 22,630,990.40, from SEK 14,637,623.20 to SEK 37,268,613.60, after consideration of the share capital reduction decided at the Extraordinary General Meeting of the Company on 27 December 2023 which will be registered in connection with the registration of the Rights issue at the Swedish Companies Registration Office. The dilution for the shareholders who did not participate in the Rights issue amounts to approximately 60.7 per cent.

Trading in paid subscribed units (“BTU”) continues until the registration of the Rights issue at the Swedish Companies Registration Office. As soon as the Rights issue has been registered, BTU will be converted into shares and warrants of series TO4 and TO5. Altogether, 28,288,738 warrants of series TO4 and 28,288,738 warrants of series TO5 will be issued, which will entitle the holders to subscribe for one new share per warrant during the periods 7 May – 21 May 2024 and 7 October – 18 October 2024 respectively. Upon full exercise of all warrants of series TO4 and TO5, the Company’s share will be diluted by an additional approximately 37.8 per cent.

Allocation of units subscribed for without unit rights has been made in accordance with the principles described in the EU growth prospectus which was prepared due to the Rights issue and published on 3 January 2024. Notice of allocation of units subscribed for without unit rights will be sent to those who have been allotted units today, 24 January 2024. Subscribed and allotted units should be paid in cash and the payment should be received by Aqurat Fondkommission AB at the latest on the settlement day, 29 January 2024, according to the instructions on the settlement note.

Advisers
Augment Partners AB is acting as the financial advisor and Advokatfirman Schjødt is acting as the legal advisor to the Company in connection with the transaction.

IMPORTANT INFORMATION

Publication, release, or distribution of this press release may in certain jurisdictions be subject to legal restrictions and persons in the jurisdictions where this press release has been made public or distributed should be informed of and follow such legal restrictions. The recipient of this press release is responsible for using this press release and the information herein in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer or solicitation to buy or subscribe for any securities in Eurobattery in any jurisdiction, either from Eurobattery or from anyone else.

This press release is not a prospectus according to the definition in Regulation (EU) 2017/1129 (the “Prospectus Regulation“) and has not been approved by any regulatory authority in any jurisdiction. A prospectus regarding the Rights issue which is described in this press release has been registered by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen) and is available, among other things, on Eurobattery’s website.

This press release does not constitute an offer or solicitation to buy or subscribe for securities in the United States. The securities mentioned herein may not be sold in the United States without registration, or without an exemption from registration, under the U.S. Securities Act from 1933 (“Securities Act“), and may not be offered or sold within the United States without being registered, covered by an exemption from, or part of a transaction that is not subject to the registration requirements according to the Securities Act. There is no intention to register any securities mentioned herein in the United States or to issue a public offering of such securities in the United States. The information in this press release may not be released, published, copied, reproduced or distributed, directly or indirectly, wholly or in part, in or to Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa, the United States or any other jurisdiction where the release, publication or distribution of this information would violate current rules or where such an action is subject to legal restrictions or would require additional registration or other measures beyond those that follow from Swedish law. Actions in contravention of this instruction may constitute a violation of applicable securities legislation.

Preliminary outcome

The preliminary compilation of subscriptions shows that 26,230,295 units, corresponding to approximately 71.7 per cent of the Rights issue, were subscribed for with unit rights. 2,058,442 units, corresponding to approximately 5.6 per cent of the Rights issue, were subscribed for without unit rights. The preliminary outcome thereby indicates that the Rights issue is subscribed to approximately 77.3 per cent. The Company will, due to the above, receive total issue proceeds of approximately SEK 22.6 million before issue costs (of which approximately SEK 1.6 million is obtained through set-off of debts).

The Rights issue in brief

Those who were registered as shareholders on the record date, 4 January 2024, received one (1) unit right for each existing share held in the Company. One (1) unit right entitled to subscription for one (1) unit. In addition, investors had the option to register for subscription of units without unit rights. One (1) unit consists of two (2) new shares, one (1) warrant of series TO4 and one (1) warrant of series TO5. The subscription period for the Rights issue commenced on 8 January and ended on 22 January 2024, and the subscription price in the Rights issue was SEK 0.80 per unit.

Final outcome and notice of allocation

Notice of allocation to investors who have subscribed for units without unit rights will be sent in connection with the publication of the final outcome, indicatively on 24 January 2024. All those who have subscribed are, based on the preliminary outcome, expected to be allotted. Subscribed and allotted units should be paid on the settlement day, at the latest three days after the settlement note is sent out, in accordance with the instructions on the settlement note. Shareholders with a share deposit will receive notification of allocation and payment in accordance with their respective custodian’s routines.

Trading with BTU and conversion of BTU into units

Trading with paid subscribed units (“BTU”) continues until the registration of the Rights issue at the Swedish Companies Registration Office, which is expected to take place in the beginning of February 2024. As soon as the Rights issue has been registered, BTUs will be converted into shares and warrants of series TO4 and TO5.

Number of shares and share capital

Through the Rights issue, based on the preliminary outcome, the number of shares in the Company will increase by 56,577,474, from 36,594,058 to 93,171,532, and the share capital will increase by SEK 22,630,989.60, from SEK 14,637,623.20 to SEK 37,268,612.80, after consideration of the share capital reduction decided at the Extraordinary General Meeting of the Company on 27 December 2023 which will be registered in connection with the registration of the Rights issue at the Swedish Companies Registration Office.

Advisers
Augment Partners AB is acting as the financial advisor and Advokatfirman Schjødt is acting as the legal advisor to the Company in connection with the transaction.

IMPORTANT INFORMATION

Publication, release, or distribution of this press release may in certain jurisdictions be subject to legal restrictions and persons in the jurisdictions where this press release has been made public or distributed should be informed of and follow such legal restrictions. The recipient of this press release is responsible for using this press release and the information herein in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer or solicitation to buy or subscribe for any securities in Eurobattery in any jurisdiction, either from Eurobattery or from anyone else.

This press release is not a prospectus according to the definition in Regulation (EU) 2017/1129 (the “Prospectus Regulation“) and has not been approved by any regulatory authority in any jurisdiction. A prospectus regarding the Rights issue which is described in this press release has been registered by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen) and is available, among other things, on Eurobattery’s website.

This press release does not constitute an offer or solicitation to buy or subscribe for securities in the United States. The securities mentioned herein may not be sold in the United States without registration, or without an exemption from registration, under the U.S. Securities Act from 1933 (“Securities Act“), and may not be offered or sold within the United States without being registered, covered by an exemption from, or part of a transaction that is not subject to the registration requirements according to the Securities Act. There is no intention to register any securities mentioned herein in the United States or to issue a public offering of such securities in the United States. The information in this press release may not be released, published, copied, reproduced or distributed, directly or indirectly, wholly or in part, in or to Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa, the United States or any other jurisdiction where the release, publication or distribution of this information would violate current rules or where such an action is subject to legal restrictions or would require additional registration or other measures beyond those that follow from Swedish law. Actions in contravention of this instruction may constitute a violation of applicable securities legislation.

EU growth prospectus
In connection with the Rights issue, the Board of Directors of Eurobattery has prepared an EU growth prospectus which today has been approved and registered by the Swedish Financial Supervisory Authority and subsequently published by the Company. The Prospectus is available for download on the Company’s issue site, https://investors.eurobatteryminerals.com/en/rights-issue-2024/, Augment Partners AB’s offer site, https://www.augment.se/offerings/, and on Aqurat Fondkommission AB’s website, https://aqurat.se/. Subscription forms will be available on the websites mentioned above before the subscription period starts on 8 January 2024. The Prospectus will also be made available on the Swedish Financial Supervisory Authority’s website, https://www.fi.se/en/.

The terms in brief

• Subscription price: SEK 0.80 per unit (SEK 0.40 per share, the warrants are obtained free of charge).
• Gross volume: Approximately SEK 29.3 million in the event of a full subscription in the Rights issue, and an additional approximately SEK 29.3–36.6 million in the event of full exercise of the corresponding warrants.
• Terms: One (1) share held on the record date gives one (1) unit right. One (1) unit right entitles to subscription for one (1) unit. One (1) unit consists of two (2) shares, one (1) warrant of series TO4 and one (1) warrant of series TO5.
• Trading in unit rights at NGM Nordic SME: 8 January – 17 January 2024.
• Subscription period: 8 January – 22 January 2024.
• Estimated date for announcement of the outcome of the Rights issue: 24 January 2024.
• Securement: 75.0 per cent (approximately SEK 22.0 million) through subscription commitments and underwriting commitments. Neither the subscription commitments nor the underwriting commitments are secured by bank guarantees, escrow funds, pledge or similar arrangements.

The terms and conditions of the Rights issue are included in the Company’s EU growth prospectus.

Advisers
Augment Partners AB is acting as the financial advisor and Advokatfirman Schjødt is acting as the legal advisor to the Company in connection with the transaction.

IMPORTANT INFORMATION
Publication, release or distribution of this press release may in certain jurisdictions be subject to legal restrictions and persons in the jurisdictions where this press release has been made public or distributed should be informed of and follow such legal restrictions. The recipient of this press release is responsible for using this press release and the information herein in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer or solicitation to buy or subscribe for any securities in Eurobattery in any jurisdiction, either from Eurobattery or from anyone else.

This press release is not a prospectus according to the definition in Regulation (EU) 2017/1129 (the “Prospectus Regulation“) and has not been approved by any regulatory authority in any jurisdiction. A prospectus regarding the Rights issue which is described in this press release has been registered by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen) and is available, among other thigs, on Eurobattery’s website.

This press release does not constitute an offer or solicitation to buy or subscribe for securities in the United States. The securities mentioned herein may not be sold in the United States without registration, or without an exemption from registration, under the U.S. Securities Act from 1933 (“Securities Act“), and may not be offered or sold within the United States without being registered, covered by an exemption from, or part of a transaction that is not subject to the registration requirements according to the Securities Act. There is no intention to register any securities mentioned herein in the United States or to issue a public offering of such securities in the United States. The information in this press release may not be released, published, copied, reproduced or distributed, directly or indirectly, wholly or in part, in or to Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa, the United States or any other jurisdiction where the release, publication or distribution of this information would violate current rules or where such an action is subject to legal restrictions or would require additional registration or other measures beyond those that follow from Swedish law. Actions in contravention of this instruction may constitute a violation of applicable securities legislation.