The transaction in brief

• Upon full subscription in the Rights issue, Eurobattery will obtain gross proceeds of approximately SEK 35.5 million before issue costs, and an additional approximately SEK 10.0 million upon full utilisation of the Over-allotment issue. In the event of full utilisation of the Warrants, the Company can obtain an additional maximum of approximately SEK 31.2 million, assuming full subscription in the Rights issue and the Over-allotment issue.
• The subscription price in the Rights issue is SEK 0.70 per unit, corresponding to SEK 0.10 per share (the Warrants are obtained free of charge).
• For each (1) existing share held on the record date, one (1) unit right is obtained in the Rights issue. Three (3) unit rights entitle the holder to subscribe for one (1) unit. One (1) unit consists of seven (7) new shares and four (4) Warrants.
• The record date for the right to participate in the Rights issue is 28 October 2024, which means that the last day of trading in the Company's share including the right to participate in the Rights issue is 24 October 2024, and the first day of trading in the Company’s share excluding the right to participate in the Rights issue is 25 October 2024.
• The subscription period in the Rights issue will commence on 30 October and end on 13 November 2024.
• The Rights issue is covered by subscription commitments and underwriting commitments totalling approximately 60.0 per cent (approximately SEK 21.3 million), of which approximately 8.7 per cent through subscription commitments (approximately SEK 3.1 million) and approximately 51.3 per cent through underwriting commitments (approximately SEK 18.2 million).
• One (1) Warrant will entitle the holder to subscribe for one (1) new share during the exercise period commencing on 12 May and ending on 23 May 2025, at a price corresponding to 70 per cent of the volume-weighted average price of the Company’s share during the period commencing on 24 April and ending on 8 May 2025, but not less than the nominal share price and no more than SEK 0.12 per share.
• The Company has undertaken to repay the whole outstanding convertible loan of SEK 5.0 million to Fenja Capital II A/S and to issue a new convertible loan with a nominal value of SEK 4.0 million to Fenja Capital II A/S.
• The net proceeds from the Rights issue, the Warrants, and the Convertible issue are intended to be used for the preparation of a bankable feasibility study for the Hautalampi project (SEK 5.7 million), repayment of interest-bearing debt (SEK 11.1 million), working capital until at least the exercise period of the Warrants in May 2025 (SEK 3.4 million) as well as financial flexibility for further operations and potential future M&A transactions.

Background and motive in brief
Eurobattery is a mining and exploration company that conducts targeted mineral exploration in Europe with a focus on raw materials for the ongoing electrification. The Company currently has two flagship projects focusing on nickel, cobalt and copper in eastern Finland and northwestern Spain.

In July 2024, Eurobattery executed the third and final stake acquisition of shares in FinnCobalt Oy and thereby gained full ownership in the Finnish battery mineral project Hautalampi where the Company has carried out significant work efforts since 2020, and where several important milestones have been achieved during 2024. In January, the process design for the project’s concentration plant was initiated, and in April, an environmental permit application was submitted to the Finnish Regional State Administrative Agency. The following month, a memorandum of understanding was signed for the development of local photovoltaic production at the project site, and shortly thereafter the acquisition of the project was completed. Later, in August, the Company applied for the Hautalampi project to be classified as a Strategic Project under the Critical Raw Materials Act (“CRMA”), and in the same month, a non-binding offtake agreement was signed with Boliden AB for the full copper concentrate production in the Hautalampi project.

The Company continues to engage in contacts with potential offtakers for the nickel–cobalt concentrate production with the aim to sign additional offtake agreement(s) in 2024. At the same time, the Company awaits a potential recognition of Hautalampi as a Strategic Project under CRMA, which is expected to lead to more streamlined permitting procedures and provide access to the EU’s financing facilities, indicatively in December 2024. In parallel, the Company intends to continue its cooperation with Finnish authorities with the goal of obtaining an approved environmental permit by May 2025, as well as completing a bankable feasibility study for the Hautalampi project in 2025. With these milestones in place, Eurobattery is expected to be ready to initiate the construction phase of the Hautalampi project, and later commence commercial production of nickel–cobalt and copper concentrate.

In light of Eurobattery’s development plans established above, the assessment is made that the existing working capital is not sufficient to finance the operations going forward. The Board of Directors has thus, subject to the approval of the Extraordinary General Meeting on 16 October 2024, decided to carry out the Rights issue of approximately SEK 35.5 million and has undertaken to carry out the Convertible issue of SEK 4.0 million. The net proceeds from the Rights issue and any exercise of the associated Warrants as well as the Convertible issue are intended to be used for the following purposes:

• Feasibility study – SEK 5.7 million to prepare a bankable feasibility for the Hautalampi project in 2025.
• Debt – SEK 11.1 million for repayment of all outstanding interest-bearing debt.
• Working capital – SEK 3.4 million to secure working capital at least until the exercise period of the Warrants in May 2025.
• Additional proceeds are intended to be used to generate financial flexibility for further operations and potential future M&A transactions.

In order to cover a potential over-subscription in the Rights issue, the Board of Directors of the Company has resolved to propose the Extraordinary General Meeting to resolve on a directed issue to be able to offer additional units, corresponding to a maximum of SEK 10.0 million, through the Over-allotment issue. The net proceeds from the Over-allotment issue and the Warrants are intended to contribute to increased financial flexibility with respect to what has been described above.

Terms of the Rights issue and the Over-allotment issue
The Board of Directors of Eurobattery has today, on 16 September 2024, subject to the approval of the Extraordinary General Meeting on 16 October 2024, decided to carry out a Rights issue of a maximum of 50,744,017 units with preferential rights for existing shareholders. The Board of Directors has also proposed that the Extraordinary General Meeting decides on an Over-allotment issue of approximately SEK 10.0 million (14,285,714 units) in order to cover a potential over-subscription in the Rights issue.

The main terms of the Rights issue are presented below:

• Anyone who is registered as a shareholder in Eurobattery on the record date, 28 October 2024, will receive one (1) unit right for every (1) existing share. Three (3) unit rights entitle the holder to subscribe for one (1) unit. One (1) unit consists of seven (7) shares and four (4) Warrants.
• The last day of trading in the Company's share including the right to participate in the Rights issue is 24 October 2024, and the first day of trading in the Company's share excluding the right to participate in the Rights issue is 25 October 2024.
• The unit rights are expected to trade on NGM Nordic SME between 30 October and 8 November 2024.
• The subscription price is SEK 0.70 per unit, corresponding to SEK 0.10 per share (the Warrants are obtained free of charge).
• The subscription period commences on 30 October and ends on 13 November 2024.
• The Rights issue comprises an issue of a maximum of 355,208,119 shares and 202,976,068 Warrants, implying gross proceeds of approximately SEK 35.5 million at most upon full subscription before any exercise of Warrants and issue costs which are estimated to amount to a maximum of approximately SEK 5.3 million (including underwriting fee). In the event of full utilisation of the Over-allotment issue, an additional maximum of 99,999,998 shares and 57,142,856 Warrants may be issued, resulting in additional gross proceeds of approximately SEK 10.0 million before any exercise of Warrants and issue costs which are estimated to amount to a maximum of approximately SEK 0.5 million.
• One (1) Warrant will entitle the holder to subscribe for one (1) new share during the exercise period commencing on 12 May and ending on 23 May 2025, at a price corresponding to 70 per cent of the volume-weighted average price of the Company’s share during the period commencing on 24 April and ending on 8 May 2025, but not less than the nominal share price and no more than SEK 0.12 per share.
• Upon full subscription in the Rights issue and the Over-allotment issue, full utilisation of the issued Warrants will generate additional gross proceeds for the Company of up to approximately SEK 31.2 million, before issue costs which are estimated to amount to a maximum approximately SEK 1.1 million.
• For existing shareholders who do not participate in the Rights issue the dilution will be 70.0 per cent in the case of full subscription in the Rights issue and an additional approximately 16.5 per cent in the case of full utilisation of the Over-allotment issue. Under the condition of full subscription in the Rights issue and the Over-allotment issue, as well as full utilisation of all the associated Warrants, the maximum total dilution amounts to approximately 82.5 per cent.
• The new shares and Warrants are intended to be taken up for trading on NGM Nordic SME.

The subscription price and the other terms of the Over-allotment issue are the same as those of the Rights issue.

Terms for the Convertible issue
Since 1 February 2024, the Company has an outstanding convertible loan with a nominal value of SEK 5.0 million to Fenja Capital II A/S, which entitles the holder to conversion of up to 10,416,666 new shares in the Company at a conversion price of SEK 0.48 per share. In connection with the Rights issue, the Company has undertaken to repay the whole outstanding convertible loan, of which SEK 1.2 million is to be paid in cash and the remaining amount is intended to be offset against new convertibles in the Convertible issue. The Convertible issue is intended to be decided with support of the authorisation from the Extraordinary General Meeting on 16 October 2024. The terms of the Convertible issue, including the conversion price, have been established through negotiations at arm's length with Fenja Capital II A/S and are deemed by the Board of Directors to be at market. The main conditions for the Convertible issue are stated below:

• A convertible loan of a nominal value of SEK 4.0 million, which carries the right to convert to 33,333,333 new shares until 20 June 2026 at a conversion price of SEK 0.12 per share.
• 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 20 June 2026 at the latest.
• The convertible loan carries an annual interest of twelve (12) per cent plus STIBOR 3M, but not less than fifteen (15) per cent, to be paid on a quarterly basis and on the final due date.
• Upon full conversion of the convertible, the number of shares will increase by 33,333,333 shares, implying a maximum dilution of approximately 3.7 per cent under the assumption of full subscription of the Rights issue, Over-allotment issue, and full utilisation of the thereby issued Warrants.
• The total subscription price amounts to 95 per cent of the total nominal amount. Payment shall be made through offset against Fenja Capital II A/S’s claim under the outstanding 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 convertible loan at a conversion price corresponding to the issue price in the directed issue.

Terms for the bridge financing
The Company has secured a bridge loan of SEK 5.0 million from parties who have entered into underwriting commitments in the Rights issue, to be repaid in full in connection with the Company receiving the proceeds from the Rights issue. The terms for the bridge loan are deemed by the Board of Directors to be at market. The main conditions for the bridge financing are stated below:

• Nominal value of SEK 5.0 million.
• The bridge loan carries a fixed interest rate of ten (10) per cent of the nominal loan amount for the period between the loan disbursement date and the repayment date.
• The bridge loan, including the loan amount and interest, shall be repaid in full in connection with the Company receiving the proceeds from the Rights issue, either in cash or through set-off against shares in the Rights issue.

Subscription and underwriting commitments
Prior to the publication of the Rights issue, the Company's Chairman Jan Olof Arnbom, Board member Eckhard Cordes, Board member and CEO Roberto García Martínez (through company), and CFO Mattias Modén (through company) have entered into subscription commitments corresponding at least to their respective pro-rata shares amounting to a total of approximately SEK 2.9 million, or approximately 8.3 per cent, in the Rights issue. The Company has also received a subscription commitment from past Board member Henrik Johannesson of approximately SEK 0.2 million, or approximately 0.5 per cent, in the Rights issue, meaning that the Rights issue is covered by subscription commitments totalling approximately SEK 3.1 million, or approximately 8.7 per cent, of which approximately SEK 3.1 million will be paid by means of set-off. Furthermore, Fenja Capital II A/S and a consortium around Buntel AB have entered into underwriting commitments amounting to a total of approximately SEK 18.2 million, or 51.3 per cent, in the Rights Issue.

The subscription commitments do not entitle to any compensation. The underwriting commitments entitle to an underwriting fee amounting to fifteen (15) per cent in cash, implying a maximum cash cost of approximately SEK 2.7 million for the Company, or alternatively, twenty (20) per cent in the form of units. The subscription price for the units referred to in the underwriting compensation will be the same as the subscription price in the Rights issue.

Overall, the Rights issue is secured by subscription and underwriting commitments amounting to a total of approximately SEK 21.3 million, corresponding to approximately 60.0 per cent of the Rights issue. Neither the subscription commitments nor the underwriting commitments are secured by bank guarantees, escrow funds, pledge or similar arrangements.

Indicative timetable for the Rights issue

Extraordinary General Meeting
The Board of Directors’ decision on the Rights issue is conditional on the approval of the Extraordinary General Meeting on 16 October 2024. The Extraordinary General Meeting is also proposed to decide on the Over-allotment issue as well as to authorise the Board of Directors to issue convertibles, which is intended to be used to decide on the Convertible issue. The decision on the Rights issue also assumes, and is conditional on, that the limits on share capital and number of shares in the Company's articles of association are changed as well as that the Company’s share capital is reduced in accordance with the Board of Directors’ proposal for the Extraordinary General Meeting. Notice to the Extraordinary General Meeting will be published through a separate press release.

Prospectus
The full terms and conditions of the Rights issue and the Over-allotment issue will be included in the Company's EU growth prospectus, which is expected to be published around 28 October 2024. The prospectus and subscription form will be available on the Company's website, https://investors.eurobatteryminerals.com/.

Warrants of series TO5
The Company has 33,268,890 outstanding warrants of series TO5 which will entitle to subscription for as many shares 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.

In light of the current share price in relation to the subscription price interval for the warrants of series TO5, the Company makes the assessment that no warrants of series TO5 are expected to be exercised. In the event that the warrants of series TO5 are exercised, an additional maximum of 11,089,630 units may be issued through the Rights issue, whereby the Company would obtain additional proceeds of approximately SEK 7.8 million at most before issue costs, assuming full utilisation of the warrants of series TO5 as well as full subscription in the Rights issue.

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.

For more information, please contact:
Roberto García Martínez – CEO
E-mail: info@eurobatteryminerals.com

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 will be prepared by the Company and published on the Company’s website after the prospectus has been reviewed and approved by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen).

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, 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.

Forward-looking statements
This press release contains forward-looking statements related to the Company’s intentions, estimates or expectations with regard to the Company’s future results, financial position, liquidity, development, outlook, estimated growth, strategies and opportunities as well as the markets in which the Company is active. Forward-looking statements are statements that do not refer to historical facts and can be identified by the use of terms such as "believes," "expects," "anticipates," "intends," "estimates," "will," "may," "implies," "should," "could" and, in each case, their negative, or comparable terminology. The forward-looking statements in this press release are based on various assumptions, which in several cases are based on further assumptions. Although the Company believes that the assumptions reflected in these forward-looking statements are reasonable, there is no guarantee that they will occur or that they are correct. Since these assumptions are based on assumptions or estimates and involve risks and uncertainties, actual results or outcomes, for many different reasons, may differ materially from those what is stated in the forward-looking statements. Due to such risks, uncertainties, eventualities and other significant factors, actual events may differ materially from the expectations that expressly or implicitly are contained in this press release through the forward-looking statements. The Company does not guarantee that the assumptions which serve as a basis for the forward-looking statements in this press release are correct, and each reader of the press release should not rely on the forward-looking statements in this press release. The information, opinions and forward-looking statements that expressly or implicitly are stated herein are provided only as of the date of this press release and may change. Neither the Company nor any other party will review, update, confirm or publicly announce any revision of any forward-looking statement to reflect events that occur or circumstances that arise with respect to the contents of this press release, beyond what is required by law or Nordic Growth Markets' rules.

Eurobattery Minerals CEO Roberto García Martinez says executing the agreement with an industry major such as Boliden is a significant milestone for the Company.

"Today is an extraordinary day for Eurobattery Minerals, for the Outokumpu Municipality and for the future of responsible mining in Europe. It´s a fantastic achievement for the team at the Company and the offtake agreement with Boliden creates the right conditions for the planned carbon-zero production of critical raw materials at our battery mineral project in Finland. During our negotiations with Boliden, we have established a close relationship and we are looking forward to a fruitful future collaboration. Boliden is a very important partner that has increased its efforts and ambitions for Europe and the Nordics. Their strategic focus and vision are well in line with our own goals and values. This was the first step in the process and we continue to work on possible offtake agreements for nickel and cobalt," continues Roberto García Martínez.

Information about the 10-year non-binding offtake agreement
The agreement with Boliden has been entered into by our Finnish subsidiary FinnCobalt Oy, which is owned to 100% by Eurobattery Minerals. The accord is a long-term purchase agreement for the Hautalampi concentrates. In the evaluation, Boliden has assumed an agreement for the full copper concentrate production and a long-term duration of minimum 10 years. The concentrates will be handled by Boliden Harjavalta Copper Smelter in Harjavalta, Finland and/or the Boliden Rönnskär Copper Smelter located in Rönnskär, Sweden.

About the Hautalampi Battery Mineral Project
The Hautalampi project and its mineralization is located 345 km from Helsinki, in the well-known Outokumpu Mining Camp Area. The mineralization is located in the same region as the well-renowned Keretti mine where approximately 28.5 million tonnes of copper ore were mined between 1912–1989. The project consists of one mining concession covering 277 hectares with exposure towards cobalt, nickel, and copper. A pre-feasibility study from 2023 indicates that Eurobattery Minerals will produce around 500,000 tonnes of ore from the underground mine per annum, with an expected mine life of +12 years. The minerals resources have been classified in the highest categories as viable mining projects according to UNFC and the Environmental Permit Application was submitted at the end of April 2024.

About Boliden AB
Boliden's vision is to be the most climate-friendly and respected metal provider in the world. The company is a European producer of sustainable metals. They operate within exploration, mines, smelters, and recycling, guided by their values which are care, courage, and responsibility. Boliden has around 6,000 employees and has annual revenues of approximately SEK 80 billion. The share is listed in the Large Cap segment of NASDAQ OMX Stockholm.

“Q2 was a quarter filled with important events, starting off with the submission of the Environmental Permit Application for the Hautalampi battery mineral mine project in Finland in April. We also announced that the Company would apply for Hautalampi to become a strategic project under the CRMA and we have just submitted that application before the publication of this half-year report. So, things are really on track with our Finnish project,” comments Roberto García Martínez, CEO of Eurobattery Minerals, regarding the second quarter of 2024.

Strategic and operational highlights Q2 2024

• At the end of April, Eurobattery Minerals submitted the environmental permit application for the battery mineral mine project Hautalampi in Finland. Filing the application for the environmental permit means that the Company has now taken a major step towards mining operations in Finland.

• At the beginning of May 2024, Eurobattery Minerals AB signed a Letter of Intent to invest a majority stake in Spanish company Tungsten San Juan SL (“TSJ”). TSJ is operating the development of the San Juan wolfram deposit. The project has all the necessary licences and contracts in place to commence production which could enable a production start in 2025.

• Also in May, the Company announced that it will apply for the battery mineral project Hautalampi to become a Strategic Project under the new EU Critical Raw Materials Act.

• Later in May, Eurobattery Minerals AB announced the signing of a Memorandum of Understanding (MoU) with Okun Energia Oy for the development of local photovoltaic (PV) production to support carbon-zero production of critical raw materials, thereby advancing the green transition. The project aims to create an opportunity for local carbon-zero production by harnessing solar energy.

• The annual general meeting 2024 in Eurobattery Minerals AB was held on 17 June 2024. The annual general meeting resolved to re-elect Eckhard Cordes, Jan Olof Arnbom and Roberto Garcia Martinez as members of the board of directors. Jan Olof Arnbom was elected chairman of the board of directors.

Key financial figures for Q2 2024

• Net sales amounted to SEK 0 thousand (Q2 2023: SEK 0 thousand).
• Operating profit/loss after financial items totalled SEK -10,259 thousand (Q2 2023: SEK -6,637 thousand).
• Earnings per share after financial items before dilution amounted to SEK -0.10 (Q2 2023: SEK -0.26).
• Earnings per share after financial items after dilution amounted to SEK -0.08 (Q2 2023: SEK -0.20).
• Cash flow from operating activities was SEK -6,867 thousand (Q2 2023: SEK -11,225 thousand).

Significant events after the period

• On the 26th of July, the Company exercised its option to acquire the remaining 30 per cent of FinnCobalt Oy (“FinnCobalt”), the owner of the ground and mining rights to the nickel-cobalt-copper project Hautalampi. Following the closing of the acquisition, Eurobattery Minerals´ share of ownership in FinnCobalt amounts to 100 per cent.

• On the 7th of August, Eurobattery Minerals extended the non-binding Letter of Intent (LOI) signed with Tungsten San Juan (TSJ) in May 2024. TSJ is operating the development of the San Juan wolfram deposit (Ourense, Galicia, Spain). Eurobattery Minerals and TSJ have extended the term and exclusivity of the LOI by mutual agreement, and until further notice. All other terms and conditions of the LOI remain unchanged.

• On the 21st of August, Eurobattery Minerals submitted the application for the battery mineral project Hautalampi to become a Strategic Project under the CRMA. The European Commission is expected to announce the first list of Strategic Projects in December 2024.

Detailed financial information
The Q2 report for 2024 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).

In May this year, the Company announced in a press release its intention to apply for Hautalampi to become a Strategic Project under the CRMA. The CRMA was approved in record time as the EC aims to bolster the bloc's strategic autonomy by reducing reliance on external suppliers for critical raw materials (CRMs). These materials are essential for the production of batteries, renewable energy technologies, and other various high-tech applications.

The Hautalampi nickel, cobalt, and copper mining project has been under development for several years, with significant advancements made in resource estimation, environmental management, and community engagement. Our commitment to minimising the environmental footprint is evidenced through our plan to focus on responsible mining practices and state-of-the-art processing techniques that will indeed contribute to EU
circular economy-related provisions in the CRMA. Eurobattery Minerals has for example signed a Memorandum of Understanding with a local energy company for the development of photovoltaic energy to support carbon-zero production of CRMs. The project is also aligned with the EU's stringent environmental, social, and governance (ESG) criteria and continuous balance of increasing CRMs extraction. All this while also maintaining proof that such growth is conducted sustainably, responsibly, with the interests of local community at the forefront.

Roberto García-Martínez, CEO of Eurobattery Minerals, comments: “Achieving Strategic Project status for our Hautalampi project would be a pivotal milestone, driving forward our contribution to the EU's ambition for a secure, resilient, and sustainable supply chain of critical raw materials. With the rising demand for nickel, cobalt, and copper—key elements in energy storage, electric vehicles, and renewable energy technologies—our project is strategically positioned to support the green transition and reduce the EU’s strategic dependencies on external sources"

The relevance of Hautalampi to the EU
The Hautalampi battery mineral project is critical for the EU’s strategic interests. It has the potential to be a significant source of nickel, cobalt, and copper, all considered Strategic raw materials as listed in Annex I of the CRMA. It will support Europe’s efforts to achieve self-sufficiency and reduce dependency on non-EU sources, particularly in the context of the green and digital transitions, thereby supporting the goal of CRMA which states that the EU should not be dependent on any single third country for more than 65% of imports of each strategic raw material.

The development of the project is based on sustainable resource management practices and has gained the support of private investors and government agencies such as the Finnish Funding Agency for Innovation (TEKES) and The Centres for Economic Development, Transport and the Environment (ELY).

Finally, the Hautalampi battery mineral project is located 345km from Helsinki, in well-known Outokumpu Mining Camp Area. This is an excellent location for mine development since there is strong local support for mining and the municipality is ideally positioned for the burgeoning EV battery manufacturing market in northern Europe. This strategic location will facilitate the seamless supply of processed materials to key industries across Europe, particularly in sectors related to renewable energy and electric mobility.

About the Hautalampi Battery Mineral Project
The Hautalampi project is located in the same region as the well-renowned Keretti mine where approximately 28.5 million tonnes of copper ore were mined between 1912–1989. The project consists of one mining concession covering 277 hectares with exposure towards cobalt, nickel, and copper. There are strong technical fundaments for the processing and production of commercial Co-Ni concentrate and Cu concentrate.

The target operational figures, as they appear in the pre-feasibility study from March 2023, indicate that Eurobattery Minerals will produce around 500,000 tonnes of ore per annum, with an expected mine life of +12 years. The total capital expenditure is estimated at EUR 65 million, and the payback period is 4.6 years. The mining project is expected to have a concentrate production of Cu-conc. 25% of 5,000 tonnes per annum and Ni/Co-conc. Ni 7%/Co 1.9% of 21,000 tonnes per annum.

The Finnish project has a pre-feasibility study from March 2023 and the Hautalampi ore reserves and minerals resources reserves have been classified in the highest categories as viable mining projects in the United Nations Framework Classification for Resources (UNFC). The Hautalampi mining permit (K7802) was registered in June 2023 and the Environmental Permit Application was submitted to the Finnish Authorities at the end of April 2024.

The Critical Raw Materials Act – a short background
The Critical Raw Materials Act (CRMA) entered into force on the 23 May 2024, establishing a framework to secure and sustainably supply critical raw materials across the EU. The CRMA introduces clear timelines for permit procedures for EU extracting projects, allows for the designation of strategic projects, and mandates comprehensive supply-chain risk assessments.
The act underscores the importance of critical raw materials for the EU’s green and digital transitions, as well as the resilience of its defence and aerospace sectors. A call for Strategic Projects under the CRMA was launched at the end of May 2024 aiming to boost the EU's capacity for extraction, processing, and recycling of these materials while diversifying supply sources.

Our Hautalampi battery mineral project aligns perfectly with the objectives of the CRMA and represents a significant step toward ensuring the EU’s long-term supply security for critical raw materials. We look forward to the opportunity to contribute to Europe’s strategic goals and to play a key role in the continent’s sustainable industrial future.

During the process of application and adoption of the CRMA, the global strategic public affairs consultancy, Kreab Worldwide, acted as advisors to Eurobattery Minerals.

On 7 May 2024, the mining company Eurobattery Minerals AB (Nordic Growth Market: “BAT” and Börse Stuttgart: “EBM”; in short: “Eurobattery Minerals” or the “Company”) signed a non-binding letter of intent (the “LOI”) to invest a majority stake in Spanish company Tungsten San Juan SL (“TSJ”). The Company today announces that Eurobattery Minerals and TSJ, by mutual agreement, have extended the term and exclusivity of the LOI until further notice. All other terms and conditions of the LOI (as further described in the Company’s press release regarding the LOI published on 7 May 2024) remain unchanged.

I´m very pleased that we have now finished the acquisition process. This process started back in spring 2020 and since then we have put in a significant effort at the Hautalampi battery mineral project, for example, a positive pre-feasibility study and being classified in the highest categories as viable mining projects in the United Nations Framework Classification for Resources (UNFC). All this hard work was crowned by the submission of the Environmental Permit Application at the end of April this year. All this means we are perfectly on track to start the mining operations at the Hautalampi project as soon as the EPA is approved,” said Roberto García Martínez, CEO of Eurobattery Minerals.

The Hautalampi project in brief
The Hautalampi project is located near Outokumpu, Finland, in the same spot as the well-renowned Keretti mine where approximately 28.5 million tonnes of rock with a copper content of 3.8 per cent were mined between 1912–1989. The project consists of one mining concession covering 227 hectares with exposure towards nickel, cobalt, and copper, and a nearby reservation. The area benefits from well-developed surface and underground infrastructure as well as strong local support for mining. An estimated EUR 10–15 million had been invested in the project by previous owners before the project was assumed by Eurobattery in the spring of 2020. In June 2021 Eurobattery was able to increase the project’s measured, indicated, and inferred resource tonnage by approximately 100 per cent and the metal content by approximately 50 per cent. In October 2022, the Company was able to confirm a further increase in the metal content of approximately 40 per cent. On 20 March 2023, the Company published a preliminary feasibility study (PFS) for the Hautalampi project which highlighted the opportunities and potential challenges of advancing the development of the Hautalampi deposit. On the 29th of April 2024, the Company announced that the environmental permit application had been submitted to the Finnish Regional State Administrative Agency. In May, Eurobattery Minerals also communicated that that the Company will apply for the battery mineral project Hautalampi to become a Strategic Project under the new EU Critical Raw Materials Act.

Adoption of the income statement and balance sheet
The annual general meeting resolved to adopt the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet.

Allocation of result
The annual general meeting resolved that all funds available to the annual general meeting shall be carried forward.

Discharge from liability
The members of the board of directors and the CEO were discharged from liability for the financial year 2023.

Election of the board of directors and auditor and remuneration
The annual general meeting resolved, in accordance with the proposal from the shareholder DH Invest AB, that the board of directors shall consist of three board members without deputy board members. It was further resolved that the Company shall have a registered accounting firm as auditor.

Furthermore, it was resolved, in accordance with the proposal from the shareholder DH Invest AB, that an aggregate annual fee of SEK 420,000 shall be paid to the board members, of which SEK 180,000 to the chairman of the board of directors and SEK 120,000 to each of the other board members elected by the annual general meeting. It was resolved, in accordance with the proposal from the shareholder DH Invest AB, that the auditor's fee shall be paid in accordance with approved invoice.

The annual general meeting resolved, in accordance with the proposal from the shareholder DH Invest AB, to re-elect Eckhard Cordes, Jan Olof Arnbom and Roberto Garcia Martinez as members of the board of directors. Jan Olof Arnbom was elected chairman of the board of directors.

Baker Tilly MLT Kommanditbolag was re-elected as auditor. Baker Tilly MLT Kommanditbolag has informed the Company that the authorised public accountant Stein Karlsen will be the auditor in charge.

Resolution on amendment to § 8 in the articles of association
The annual general meeting resolved, in accordance with the board of directors' proposal, to insert a new second paragraph of § 8 in the articles of association as follows.

§ 8 New wording

The board of directors may resolve that the general meeting can be held digitally.

Resolution on amendments to the limits for the share capital and the number of shares in the articles of association
The annual general meeting resolved, in accordance with the board of directors' proposal, to amend the limits to the share capital and the number of shares in the articles of association as follows.

§ 4 New wording

The share capital shall be not less than SEK 40,000,000 and not more than SEK 160,000,000.

§ 5 New wording

The number of shares shall be not less than 100,000,000 and not more than 400,000,000.

Resolution to issue performance shares to the Company's CEO
The annual general meeting resolved, in accordance with the board of directors' proposal, to issue performance shares to the Company's CEO, Roberto Garcia Martinez. The complete proposal is included in the notice to the annual general meeting which was published on 16 May 2024.

Resolution on incentive program for the Company's CEO
The annual general meeting resolved, in accordance with the board of directors' proposal, on an incentive program for the Company's CEO. The complete proposal is included in the notice to the annual general meeting which was published on 16 May 2024.

Issue authorization
The annual general meeting resolved, in accordance with the board of directors' proposal, to authorize the board of directors to, on one or more occasions before the next annual general meeting, with or without deviation from the shareholders' preferential rights, against cash payment, contribution in kind or set-off, resolve on new issues of shares, convertibles and/or warrants.

Number of shares and share capital
Through the new share issue the Company will receive gross proceeds of approximately SEK 5.1 million, before set-off of approximately SEK 1.0 million and issue costs. The number of shares will increase by 12,776,891 shares, from 103,131,838 shares to 115,908,729 shares, when the new shares are registered by the Swedish Companies Registration Office. The share capital will increase by SEK 5,110,756.40, from SEK 41,252,735.20 to SEK 46,363,491.60, which implies a dilution of approximately 11.0 per cent.

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.

“We have just submitted the Environmental Permit Application to the Finnish Authorities and with that crucial step and this acquisition, we have taken one big stride closer to start the mining operations in Outokumpu. The pre-feasibility study showed that the economic outlook for the battery mineral mine in Finland is strong,” said Roberto García Martínez, CEO of Eurobattery Minerals.

Financial details of the stake acquisition
The Board of Directors of Eurobattery Minerals has informed the three founders and initial owners of FinnCobalt that the Company will exercise the third option of the investment and shareholder agreement entailing the option to acquire FinnCobalt in a staged process which was entered into on 11 May 2020 and which became effective on 27 May 2020. This means that Eurobattery Minerals, before 27 July 2024, should exercise said option by paying a total cash amount of EUR 300,000 and issuing shares in Eurobattery Minerals amounting to a value of EUR 1,000,002 to the three founders of FinnCobalt. These two actions will be taken parallelly and simultaneously. The cash part of the consideration will be paid from the Company’s cash. The share part of the consideration will be paid through a directed issue of shares. The subscription price in the directed share issue will correspond to the volume-weighted average price of the Company’s share on NGM Nordic SME during the ten trading days preceding the issue decision.

Effects of the acquisition

• Eurobattery Minerals will acquire 30 per cent of the shares in FinnCobalt. The Company’s stake in FinnCobalt will thereby increase from 70 per cent to 100 per cent of the capital and the votes.
• The stake acquisition of FinnCobalt is expected to be completed during the second quarter of 2024. FinnCobalt is expected to be consolidated into Eurobattery Minerals’ financial statements from the date of admission.
• As the owner of all shares in FinnCobalt, Eurobattery Minerals will have full control over the resolutions of the Board in FinnCobalt.
• Eurobattery Minerals will also have the right, but no obligation, to nominate the Chairman of the Board and two ordinary Board members and their personal deputy members in FinnCobalt.

The Hautalampi project in brief
The Hautalampi project is located near Outokumpu, Finland, in the same spot as the well-renowned Keretti mine where approximately 28.5 million tonnes of rock with a copper content of 3.8 per cent were mined between 1912–1989. The project consists of one mining concession covering 227 hectares with exposure towards nickel, cobalt, and copper, and a nearby reservation. The area benefits from well-developed surface and underground infrastructure as well as strong local support for mining. An estimated EUR 10–15 million had been invested in the project by previous owners before the project was assumed by Eurobattery Minerals in the spring of 2020. In June 2021 Eurobattery Minerals was able to increase the project’s measured, indicated, and inferred resource tonnage by approximately 100 per cent and the metal content by approximately 50 per cent. In October 2022, the Company was able to confirm a further increase in the metal content of approximately 40 per cent. On 20 March 2023, the Company published a preliminary feasibility study (PFS) for the Hautalampi project which highlighted the opportunities and potential challenges of advancing the development of the Hautalampi deposit. On the 29th of April 2024, the Company announced that the environmental permit application had been submitted to the Finnish Regional State Administrative Agency. In May, Eurobattery Minerals communicated that that the Company will apply for the battery mineral project Hautalampi to become a Strategic Project under the new EU Critical Raw Materials Act.

Eurobattery Minerals has received indications that the following members of the Board of Directors and management are exercising Warrants for the subscription of shares in the Company:

• Henrik Johannesson – 477,000 Warrants, corresponding to SEK 190.8 thousand.
• Nazgero Consulting Services LTD (Roberto García Martínez) – 2,419,226 Warrants, corresponding to approximately SEK 967.7 thousand (through set-off).
• MJ Modén Förvaltning AB (Mattias Modén) – 259,943 Warrants, corresponding to approximately SEK 104.0 thousand.

In addition to this, Eurobattery Minerals has received indications that a larger warrant holder is exercising approximately 2,479,000 Warrants for subscription of shares in the Company, corresponding to approximately SEK 991.6 thousand.

Altogether, the abovementioned subscriptions amount to a total of approximately SEK 2.3 million, corresponding to approximately 16.9 per cent of the total number of outstanding Warrants.

“The Board and management have great confidence in our road ahead, and I am grateful that this faith is shared among other warrant holders as well. We are looking forward to continuing our work in the Finnish Hautalampi project, where we are gradually getting closer to the start of mining operations,” comments Roberto García Martínez, CEO of Eurobattery Minerals.

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