Giyani Metals Corp. (TSX-V: EMM) (GR: A2DUU8) developer of the K.Hill battery-grade manganese project in Botswana, is pleased to announce the closing of its previously announced, and now upsized, non-brokered private placement financing, raising aggregate gross proceeds of C$3,569,622 from the sale of 59,493,695 units of the Company. The Placement closed after markets on August 18, 2025.

Prior to closing, the Company received approval of the TSX Venture Exchange to increase the size of the Placement from C$3 million due to strong investor demand.

Each Unit is comprised of one common share in the capital of the Company and one-half of one Common Share purchase warrant of the Company. Each Warrant shall entitle the holder thereof to acquire one Common Share at a price of C$0.085 per Common Share for a period of 36 months from the closing date of the Placement.

The Company paid finders fees in the amount of C$34,140 cash and issued 569,000 non-transferable common share purchase warrants of the Company. The Finder’s Warrants are non-transferable and entitle the holders thereof to acquire one Common Share at a price of C$0.06 per Common Share for a period of 36 months from the closing date of the Placement.

Insiders of the Company, which include the Giyani directors, senior management and Giyani’s largest shareholder ARCH, through SRF SPP 2 LP, participated in the Placement subscribing for an aggregate of 8,763,682 Units for gross proceeds of C$525,821. In addition to the Insiders, long term Company shareholder RAB Capital also invested in the Placement, underlying strong support from both existing and new shareholders.

The proceeds of the Placement will continue to support Company workstreams, activities and general working capital.

Giyani is also pleased to announce the appointment of Mr. Gavin Horscroft (formerly Operations Manager) as Senior Vice President Operations.

Charles FitzRoy, President and CEO of the Company, commented:

“I am delighted to announce excellent support for the Placement, for which strong demand from existing and new investors has enabled Giyani to increase the size of its Placement by just under 25%. This level of support underscores our long-term strategy to develop sustainable, high-purity battery-grade manganese for the EV and ESS industries, and reinforces the confidence in Giyani’s ability to deliver on its objectives.

Now, with the additional optionality and resources acquired through this funding, Giyani is primed for the next stage of growth, which includes the production of HPMSM from the Demo Plant this quarter, and completion of the DFS early next year. Both constitute significant milestones that will confirm Giyani’s potential to become the preferred supplier of battery-grade manganese to Western markets, and ultimately redefine the Company.

I am also delighted to announce the appointment of Gavin Horscroft as Senior Vice President Operations. Gavin has been instrumental for the development of the Demo Plant since joining us in April, and his extensive experience and skillset is well-suited to the needs of the Company as we progress through the DFS and towards the construction of the Commercial Plant.”

Additional Placement Details

Units sold to subscribers resident in certain offshore foreign jurisdictions were sold pursuant to applicable regulatory requirements and in accordance with OSC Rule 72-503 – Distributions Outside Canada (“OSC Rule 72-503“). In addition, the Units sold to purchasers in the United States were issued on a private placement basis pursuant to one or more exemptions from registration requirements of the United States Securities Act of 1933, as amended. The securities issued and made issuable under OSC Rule 72-503, including to subscribers resident in the United States, are not subject to a Canadian statutory hold period in accordance with applicable Canadian securities laws. All other securities that were issued or made issuable under the Placement, including the Finder’s Warrants, will be subject to a hold period which expires on December 19, 2025.

The participation of the Insiders in the Placement constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions and the policies of the TSXV. The Company is relying on exemptions from the formal valuation and minority approval requirements contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that participation by insiders will not exceed 25% of the fair market value of the Company’s market capitalization. The Company did not file a material change report at least 21 days prior to the completion of the Placement because the existence of any placement or insiders’ participation therein had not been determined at that time. This Placement does not result in any new insiders or control persons of the Company, and closing is subject to final approval by the TSXV.

About Giyani

Giyani is focused on becoming a preferred western-world producer of sustainable, low carbon high purity battery-grade manganese for the EV and ESS industry. The Company has developed a proprietary hydrometallurgical process to produce battery-grade manganese (HPMSM and HPMO), a lithium-ion battery cathode precursor material critical for EVs and ESS.