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Green Battery Minerals Inc. ("Green Battery" or the "Company") (TSXV:GEM ) ( FSE:BK2P ) ( WKN:A2QENP ) ( OTC:GBMIF) is pleased to announce that it has completed its previously announced non-brokered private placement (the " Offering "), as described in its News Releases of November 9, 2021, November 16, 2021 and November 23, 2021, pursuant to which it has issued an aggregate of 15,444,001 flow-through units (each, a " FL Unit ") at a price of $0.15 per FL Unit, for gross proceeds of $2,316,600 . Each FL Unit will consist of one common share in the capital of the Company that is issued on a flow-through basis in accordance with the Income Tax Act (Canada) (each, a " FL Share ") and one half of one share purchase warrant (each whole warrant, a " Warrant "), with each Warrant entitling the holder thereof to purchase one (non-flow-through) common share in the capital of the Company (each, a " Warrant Share ") at a price of $0.20 per Warrant Share for a period of twenty four months following issuance
The Company paid cash finder's fees of $140,928 and issued 613,332 broker warrants (each, a " Broker's Warrant ") and 326,186 common shares to certain finders in connection with the Offering.  The Broker's Warrants have the same terms and conditions as the Warrants.
The proceeds from the Offering are expected to be used for Canadian exploration expenses and will qualify as flow-through mining expenditures, as defined in Subsection 127(9) of the Income Tax Act (Canada), which will be renounced to the subscribers with an effective date no later than December 31, 2021, to the initial purchasers of the FL Units in an aggregate amount not less than the gross proceeds raised from the issue of the flow-through shares, as applicable, and, if the qualifying expenditures are reduced by the Canada Revenue Agency, the Company will indemnify each subscriber for any additional taxes payable by such subscriber as a result of the Company's failure to renounce the qualifying expenditures as agreed. Â Net proceeds will be used for costs associated with the continued exploration/drill program and reports for a planned PEA for the Berkwood Graphite project.
The securities issued under the Offering, and the shares that may be issuable on exercise of the Warrants and the Broker's Warrants, are subject to a statutory hold period expiring four months and one day from the date of closing.
None of the securities to be issued in connection with the Offering will be or have been registered under the United States Securities Act of 1933 , as amended (the " 1933 Act "), and none may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the 1933 Act. This press release is being issued pursuant to Rule 135c of the 1933 Act and shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of the securities, in any state where such offer, solicitation or sale would be unlawful.
About the Company: Green Battery Minerals is managed by a team with over 150 years of collective experience with a proven track record of not just finding numerous mines but building and operating them as well. The Green Battery Minerals management team's most recent success is discovering the Berkwood graphite deposit in Northern Québec. Green Battery Minerals owns 100% of this asset and the Company's shareholders will benefit from this asset as the demand for graphite for electric vehicles increases significantly.
On Behalf of the Board of Directors
‘Thomas Yingling'
President, CEO & Director
FOR MOREÂ INFORMATION, PLEASE CONTACT:
Investor Relations:
or 1-604-343-7740
info@greenbatteryminerals.com www.greenbatteryminerals.com
Disclaimer for Forward-Looking Information:
Certain statements in this document which are not purely historical are forward-looking statements, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Forward looking statements in this news release include that the Company will carry out the drill program described in this news release and expend the funds on Berkwood Graphite Project exploration and that the expenditures will qualify as flow-through mining expenditures . Â It is important to note that the Company's actual business outcomes and exploration results could differ materially from those in such forward-looking statements, along with the tax treatment of the flow-through shares. Risks and uncertainties include that the expenditures may not be qualified mining expenditures and that the shares will not be eligible for flow-through treatment, that the Company does not incur sufficient expenditures in a timely manner for the flow-through credits, further permits may not be granted timely or at all; the mineral claims may prove to be unworthy of further expenditure; there may not be an economic mineral resource; methods we thought would be effective may not prove to be in practice or on our claims; economic, competitive, governmental, environmental and technological factors may affect the Company's operations, markets, products and prices; our specific plans and timing drilling, field work and other plans may change; and we may not have access to or be able to develop any minerals because of cost factors, type of terrain, or availability of equipment and technology. Additional risk factors are discussed in the section entitled "Risk Factors" in the Company's Management Discussion and Analysis for its recently completed fiscal period, which is available under Company's SEDAR profile at www.sedar.com . No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. Â These forward-looking statements reflect management's current views and are based on certain expectations, estimates and assumptions, which may prove to be incorrect. Except as required by law, we will not update these forward-looking statement risk factors.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release .
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