Euro Manganese Archives

Euro Manganese Advances Optimization Program to Strengthen Economics and Align with Global Battery Market Demand

Euro Manganese Inc. (TSXV: EMN) (ASX: EMN) (FSE: E060) (the “Company” or “Euro Manganese“) is pleased to provide an update as it continues to advance its Chvaletice Manganese Project (“Chvaletice“) in the Czech Republic toward commercialization. The update reflects ongoing efforts to align project execution and development priorities with evolving market conditions and learnings from the operation of the Demonstration Plant.

President & CEO, Martina Blahova, commented:

“With our Demonstration Plant having validated the Chvaletice process and product quality, our focus has shifted to translating these learnings into commercial-scale efficiencies. Our focus on recovery and costs aims to achieve meaningful improvements in unit operating costs and capital intensities. We see sustained demand for high-purity manganese across both lithium-ion and sodium-ion chemistries, and Euro Manganese is working to respond to this critical need.”

Global Market Outlook and Company Strategy

Global demand for high-purity manganese continues to strengthen as electric-vehicle (“EV“) and energy storage markets expand and diversify. Manganese-rich cathode chemistries are gaining traction for both lithium-ion and emerging sodium-ion batteries due to their cost, performance and safety advantages. Independent forecasts anticipate significant supply shortfalls post-2027, underscoring the need for secure, low-carbon sources outside of China.¹

Euro Manganese’s strategy – to establish a fully traceable European supply of high-purity manganese feedstocks remains well-founded. The Company’s Chvaletice Project offers a unique combination of proven technology, circular production from recycled tailings, and alignment with Europe’s strategic autonomy and energy-transition goals, working towards supplying the EV, energy-storage, defence, and speciality-alloy sectors.

Validation of Metal-Route Optionality

A report prepared by Andrew Zemek at Marketeye, (September 2025)² and paid for by Euro Manganese confirms that Euro Manganese’s metal-route process is the most flexible way of future-proofing the output of the Chvaletice Commercial Plant in the context of changing demand for the manganese feedstock mix for high-manganese batteries. The process provides strategic optionality to produce high-purity electrolytic manganese metal (“HPEMM“) and/or high-purity manganese sulphate monohydrate (“HPMSM“). This dual-route capability positions the Company to respond dynamically to future shifts in cathode chemistries and customer requirements. HPMSM remains the dominant feedstock for cathode chemistries, however new materials such as manganese oxide (Mn₃O₄) and manganese carbonate (MnCO₃) have emerged. These alternative manganese feedstocks can be produced from HPEMM.

EMN’s Chairman, Rick Anthon, commented:

“Euro Manganese’s strategic advantage lies in its combination of strong project fundamentals, proven flowsheet, and alignment with Europe’s decarbonisation and economic security goals. The optimization program aims to ensure we maintain our competitive edge and build on our first mover advantage in Europe with a goal of reducing costs and maximising value for shareholders, while delivering a sustainable source of high-purity manganese for the battery market and other strategic sectors.”

Optimization and Efficiency Program

Following the successful operation of its Demonstration Plant, Euro Manganese has initiated an optimization program to incorporate operational learnings into design of the Commercial Plant. Key workstreams include exploring:

Improved recoveries and metallurgical balancing;
Optimized equipment-sizing and layout;
Reduced reagent and consumables use; and
Enhanced process control.

The Company has engaged external engineering specialists, including a large engineering firm, to conduct independent reviews and recommend efficiency upgrades. This structured, best-practice approach mirrors successful programs across the battery and mining sectors that have delivered lower capital intensity and stronger commercial and sustainability outcomes for other companies.

Next Steps and Outlook

The outcomes of the optimization program will guide Euro Manganese’s next phase of development, including any potential updates to technical studies.

The Company remains confident that its strategic focus on producing high-purity manganese feedstocks, supported by continued engineering discipline and process improvements, positions it to capitalize on the forecasted supply deficit and growing demand for manganese-rich battery materials. The Chvaletice Project’s fundamentals as a fully traceable, low-carbon, European source of high-purity manganese remains robust.

About Euro Manganese

Euro Manganese Inc. (TSXV: EMN) (ASX: EMN) (FSE: E060) is a battery materials company developing the Chvaletice Manganese Project in the Czech Republic, Europe’s only near-term source of high-purity manganese, a critical ingredient in next-generation electric vehicles, energy storage batteries and defence applications.

The Chvaletice Manganese Project will reprocess historic mine tailings to produce high-purity electrolytic manganese metal (HPEMM), and high-purity manganese sulphate monohydrate (HPMSM), establishing a fully traceable, low-carbon supply chain within the European Union.

With its Demonstration Plant having produced on-spec products and optimization work underway to enhance commercial plant efficiency, Euro Manganese is positioned to become Europe’s first domestic producer of high-purity manganese, meeting the rising demand for sustainable, strategic battery materials while advancing Europe’s clean-energy and supply-chain independence goals.

Euro Manganese is dual listed on the TSX-V and the ASX.

Authorized for release by the President and CEO of Euro Manganese Inc.

Neither TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) or the ASX accepts responsibility for the adequacy or accuracy of this release.

Enquiries

LodeRock Advisors
Neil Weber
Investor and Media Relations – North America
+1 (647) 222-0574
neil.weber@loderockadvisors.com

Jane Morgan Management
Jane Morgan
Investor and Media Relations – Australia
+61 (0) 405 555 618
jm@janemorganmanagement.com.au

Martina Blahova
President and CEO
+1 (604) 681-1010

Company Address: #709 -700 West Pender St., Vancouver, British Columbia, Canada, V6C 1G8
Website: www.mn25.ca
Follow us on: LinkedIn | X | YouTube
Click Here to Subscribe to our mailing list for updates

Forward-Looking Statements

Certain statements in this news release constitute “forward-looking statements” or “forward-looking information” within the meaning of applicable securities laws. Such statements and information involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance, or achievements of the Company, its Chvaletice Project, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. Such statements can be identified by the use of words such as “may”, “would”, “could”, “will”, “intend”, “expect”, “believe”, “plan”, “anticipate”, “estimate”, “scheduled”, “forecast”, “predict” and other similar terminology, or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved.

Readers are cautioned not to place undue reliance on forward-looking information or statements. Forward-looking statements are subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking statements and, even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on, the Company.

Forward-looking statements include statements regarding the optimization program and ability to strengthen economics or any other benefits including enhancing efficiency, reducing capital and operating costs, that results of the optimization program will be similar to successful optimization programs done for other companies, statements regarding increasing demand for manganese, the Company’s strategy for its Chvaletice Project, the Company’s ability to supply to EV, energy-storage, defence, and speciality-alloy sectors, and the Company’s ability to navigate current market conditions. All forward-looking statements are made based on the Company’s current beliefs including various assumptions made by the Company, including that the Chvaletice Project will be developed and operate as planned, the optimization program will provide opportunities to increase efficiencies, the Company will have sufficient financing, and that the Company will be able to meet the conditions of its secured financing. Factors that could cause actual results or events to differ materially from current expectations include, among other things: results from the optimization program that do not lead to efficiencies or reductions in cost; insufficient working capital; inability to meet the conditions of its secured financing, risks due to granting security, lack of availability of financing for developing and advancing the Chvaletice Project; the potential for unknown or unexpected events to cause contractual conditions to not be satisfied; developments in electric vehicle battery markets and chemistries; risks related to fluctuations in currency exchange rates; and regulation and changes in laws by various governmental agencies. For a further discussion of risks relevant to the Company, see “Risk Factors” in the Company’s annual information form for the year ended September 30, 2024, available on the Company’s SEDAR+ profile at www.sedarplus.ca.

Although the forward-looking statements contained in this news release are based upon what management of the Company believes are reasonable assumptions, the Company cannot assure investors that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this news release and are expressly qualified in their entirety by this cautionary statement. Subject to applicable securities laws, the Company does not assume any obligation to update or revise the forward-looking statements contained herein to reflect events or circumstances occurring after the date of this news release.

¹ https://www.globalgrowthinsights.com/market-reports/manganese-market-113860
² High-Purity Manganese Market Report (September 2025) prepared and paid for Euro Manganese Inc by Andrew Zemek, marketeye.org

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/271013

Euro Manganese and Integrals Power Sign LOI and Offtake Term Sheet to Strengthen LMFP Battery Supply Chain

Euro Manganese Inc. (TSXV: EMN) (ASX: EMN) (FSE: E060) (the “Company” or “Euro Manganese“) announced today that it has entered into an offtake term sheet dated June 18 (the “Term Sheet“) with Integrals Power Limited (“IPL“), for the sale of high-purity manganese sulphate from the Company’s Chvaletice Manganese Project (“Chvaletice” or the “Project“) in the Czech Republic.

Highlights

UK-based Integrals Power Limited is a next-generation battery nano-materials company that has developed an innovative and proprietary process for producing high-performance, cost effective and scalable battery cathode materials such as Lithium Iron Phosphate (“LFP“) and Lithium Manganese Iron Phosphate (“LMFP“) for lithium-based batteries.
Euro Manganese and IPL will partner to support the use of the Company’s battery-grade High Purity Manganese Sulphate Monohydrate (“HPMSM“) in IPL’s LMFP cathode material for use in batteries for electric vehicles, grid-scale storage, defence and other applications.
Initial program of test work to determine the compatibility of the Company’s HPMSM with IPL’s production process and the performance of the resulting LMFP cathode material will commence in the third quarter of 2025. Successful completion of this work will pre-qualify Euro Manganese’s HPMSM as a feedstock for IPL’s LMFP cathode and the supply chain served by this new technology, and potentially lead to further collaboration.
Pursuant to the Term Sheet, deliveries are to commence from first commercial production for an initial term of seven years, with the option to renew for additional successive four-year periods. The commencement of the initial term shall be subject to successful qualification by IPL of the Company’s high-purity manganese product from the Chvaletice Demonstration Plant.
Pricing will be subject to market indicators, with mechanisms for increase/decrease tied to certain benchmarks.
The Term Sheet for the future supply of Euro Manganese’s HPMSM to IPL and any licensee of their technology is non-binding and includes terms associated with cost sharing of initial test work.

Martina Blahova, CEO of Euro Manganese, commented:

“We are excited to partner with Integrals Power to advance new battery technologies. IPL’s innovative cathode materials are at the forefront of the global transition towards safer, more sustainable, and cost-effective battery solutions and are designed to support a wide range of applications. We look forward to supplying fully traceable, responsibly produced products that enhance energy efficiency and drive emissions reduction.”

Behnam Hormozi , CEO of Integrals Power, commented:

“Our collaboration with Euro Manganese is a major step forward in securing a reliable, traceable, and local supply of high-purity manganese – a key ingredient in our L(M)FP cathode materials. This partnership enhances Integrals Power’s ability to scale cathode production sustainably while supporting the growing demand for high-performance battery technologies across UK & Europe. It aligns perfectly with our mission to build a resilient, transparent supply chain that underpins the energy transition.”

About Euro Manganese

Euro Manganese is a battery materials company focused on becoming a leading producer of high-purity manganese for the electric vehicle industry. The Company is advancing development of the Chvaletice Manganese Project in the Czech Republic and an early-stage opportunity to produce battery-grade manganese products in Bécancour, Québec.

The Chvaletice Project is a unique waste-to-value recycling and remediation opportunity involving reprocessing old tailings from a decommissioned mine. It is also the only sizable resource of manganese in the European Union, strategically positioning the Company to provide battery supply chains with critical raw materials to support the global shift to a circular, low-carbon economy.

Euro Manganese is dual listed on the TSX-V and the ASX.

About Integrals Power

Integrals Power is a next-generation battery technology company committed to accelerated research, development and commercialisation of state-of-the-art battery. IPL’s latest battery material development results empower economical cells with higher performance compared to conventional alternatives. Integrals’ innovations are designed to support a wide range of applications, from electric vehicles (EVs) and grid-scale storage, to defence, motorsports, maritime, and portable power systems, with an emphasis on localised supply chains, high performance, and regulatory compliance. For more information visit: integralspower.co.uk

Authorized for release by the CEO of Euro Manganese Inc.

Neither TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) or the ASX accepts responsibility for the adequacy or accuracy of this release.

Enquiries

Martina Blahova
Chief Executive Officer
+1 (604) 681-1010
martina@mn25.ca

LodeRock Advisors
Neil Weber
Investor and Media Relations – North America
+1 (647) 222-0574
neil.weber@loderockadvisors.com

Jane Morgan Management
Jane Morgan
Investor and Media Relations – Australia
+61 (0) 405 555 618
jm@janemorganmanagement.com.au

Company Address: #709 -700 West Pender St., Vancouver, British Columbia, Canada, V6C 1G8

Website: www.mn25.ca

Follow us on: LinkedIn | Twitter | YouTube

Click Here to Subscribe to our mailing list for updates

Forward-Looking Statements

Readers are cautioned not to place undue reliance on forward-looking information or statements. Forward-looking statements are subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking statements and, even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on, the Company.

Such forward-looking information or statements also include, but are not limited to, statements regarding the Company’s intentions regarding the development of the Chvaletice Project, the ability of any collaboration between Euro Manganese and IPL to strengthen the LMFP battery supply chain, timelines for testwork, ability to pre-qualify Euro Manganese’s HPMSM as a feedstock for IPL’s LMFP cathode and the supply chain and potentially lead to further collaboration with IPL, ability of Euro Manganese to enter into an offtake agreement with IPL, and ability to supply fully traceable, responsibly produced products that enhance energy efficiency and drive emissions reduction.

All forward-looking statements are made based on the Company’s current beliefs including various assumptions made by the Company including that the Chvaletice Project will be developed and operate in accordance with current plans, that the Company will be able to raise the financing that it requires, and that it will meet conditions of its secured credit facility. Factors that could cause actual results or events to differ materially from current expectations include, among other things: risks and uncertainties related to maintaining necessary licenses or permits; risks related to acquisition of surface rights; securing sufficient offtake agreements; the availability of acceptable financing; the potential for unknown or unexpected events to cause contractual conditions to not be satisfied; developments in EV (Electric Vehicles) battery markets and chemistries; and risks related to fluctuations in currency exchange rates, changes in laws or regulations; and regulation by various governmental agencies. For a further discussion of risks relevant to the Company, see “Risk Factors” in the Company’s annual information form for the year ended September 30, 2024, available on the Company’s SEDAR+ profile at www.sedarplus.ca.

Although the forward-looking statements contained in this news release are based upon what management of the Company believes are reasonable assumptions, the Company cannot assure investors that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this news release and are expressly qualified in their entirety by this cautionary statement. Subject to applicable securities laws, the Company does not assume any obligation to update or revise the forward-looking statements contained herein to reflect events or circumstances occurring after the date of this news release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/256078

Euro Manganese Announces Results of Annual General and Special Meeting

Euro Manganese Inc. (TSXV: EMN) (ASX: EMN) (FSE: E060) (the “Company” or “EMN”) is pleased to announce that shareholders have voted in favour of all matters of business brought before them at the Company’s Annual General & Special Meeting of Shareholders (the “Meeting”) held on May 15, 2025. Detailed results of the voting from the Meeting are set out below.

In addition, the Company announces an upcoming change to its Chief Financial Officer effective at the end of the month. See below for details.

In respect of Resolution 1, election of the Company’s directors, all five management nominees standing for election were elected as set out below based on a vote conducted by ballot:

Nominee	Total Votes Cast	Votes For	% For	Votes Withheld (Abstained)	% Withheld (Abstained)
John Webster	35,504,229	30,473,634	85.83	5,030,595	14.17
David B. Dreisinger	35,504,229	30,289,601	85.31	5,214,628	14.69
Thomas M. Stepien	35,504,229	30,298,601	85.34	5,205,628	14.66
Ludivine Wouters	35,504,229	33,904,004	95.49	1,600,225	4.51
Rick Anthon	35,618,229	33,735,888	94.72	1,882,341	5.28

The following matters of business at the Meeting, which were also carried out and decided by ballot, were approved:

	Total Votes	Votes For	% For	Votes Against	% Against	Votes Withheld /Abstained
Resolution 2 – Appointment of Pricewaterhouse- Coopers LLP as Auditors of the Company	35,645,599	31,760,224	89.10	N/A	N/A	3,885,375
Resolution 3 – Re-approval of the Company’s Stock Option Plan⁽¹⁾	35,504,229	32,389,657	91.23	2,963,702	8.35	150,870

⁽¹⁾ In accordance with the rules of the Australian Securities Exchange (the “ASX“), shareholders of the Company also approved the Company’s stock option plan by a majority of the votes cast, with the 455,661 votes cast by directors of the Company excluded and reclassified as withheld/abstain. Based on this exclusion and reclassification, the total number of votes cast in respect of this resolution was 35,504,229, of which 31,933,996 votes were cast for the resolution, representing 89.94% of the total votes cast, 2,963,702 votes were cast against the resolution, representing 8.35% of the total votes cast, and 606,531 votes were withheld/abstain, representing 1.71% of the total votes cast.

Additionally, for purposes of the ASX, shareholders of the Company also approved each of the following resolutions:

a) for the purpose of Listing Rule 7.1 of the ASX, the issuance of 21,400,000 Units comprising of 21,400,000 Shares and 21,400,000 Warrants to the European Bank for Reconstruction and Development (the “EBRD“) and the issuance of up to 18,063,331 Units comprising of 18,063,331 Shares and 18,063,331 Warrants, and 14,650,278 Units comprising of 14,650,278 CHESS Depositary Interests (“CDIs“) each representing one Share and 14,650,278 Warrants to sophisticated and professional investors, respectively, (the “Offering“);

b) for the purpose of Listing Rules 10.11.1 and 10.11.4 of the ASX, the issuance to the following individuals of Units under the Offering on terms and conditions identical to all other subscribers under the Offering:

(i) 55,555 Units, comprising of 55,555 Shares and 55,555 Warrants, to JJW Investments Ltd., a company controlled by Mr. John Webster;

(ii) 41,666 Units, comprising of 41,666 Shares and 41,666 Warrants, to Dr. David B. Dreisinger.

(iii) 55,555 Units, comprising of 55,555 Shares and 55,555 Warrants, to Mr. Thomas M. Stepien.

(iv) 55,555 Units, comprising of 55,555 Shares and 55,555 Warrants, to Ms. Ludivine Wouters; and

(v) 256,410 Units, comprising of 256,410 CDIs and 256,410 Warrants, to Mr. Rick Anthon;

c) for the purpose of Listing Rule 7.1 of the ASX, the issuance of 4,904,478 broker warrants (the “Broker Warrants“) to Canaccord Genuity (Australia) Limited (“Canaccord“) and Foster Stockbroking Pty Ltd. (“FSB“), in connection with their remuneration for acting as co-lead managers of the Offering;

d) for the purpose of Listing Rule 7.1 of the ASX, the issuance of 7,692,307 CDIs and 7,692,307 Warrants to Eligible Shareholders under the Share Purchase Plan (“SPP“) on the terms and conditions described in the prospectus issued to Eligible Shareholders; and

e) for the purpose of Listing Rule 7.1 of the ASX, the issuance of 22,263,733 Orion Warrants to OMRF (BK) LLC (“Orion“) as compensation for certain amendments to the Convertible Loan and Royalty Agreement.

In accordance with Listing Rule 3.13.2(d) of the ASX, detailed results of the voting from the Meeting, on the resolutions outlined above, all of which were carried out and decided by ballot, are set out below.

	Total Votes	Votes For	% For	Votes Against	% Against	Votes Withheld /Abstained
Resolution 4(a) – Issuance of 54,113,609 Units comprising 39,463,331 Shares and 14,650,278 CDIs and 54,113,609 Warrants to Non-Related Party Investors and the EBRD	35,504,229	27,456,337	77.33%	1,228,296	3.46%	6,819,596
Resolution 4(b)(i) – Issuance of 55,555 Units, comprising of 55,555 Shares and 55,555 Warrants, to JJW Investments Ltd.	35,504,229	33,171,670	93.43	1,235,052	3.48	1,097,507
Resolution 4(b)(ii) – Issuance of 41,666 Units, comprising of 41,666 Shares and 41,666 Warrants, to Dr. David B. Dreisinger	35,504,229	33,187,967	93.48	1,235,052	3.48	1,081,210
Resolution 4(b)(iii) – Issuance of 55,555 Units, comprising of 55,555 Shares and 55,555 Warrants, to Mr. Thomas M. Stepien	35,504,229	33,407,649	94.09	1,235,052	3.48%	861,528
Resolution 4(b)(iv) – Issuance of 55,555 Units, comprising of 55,555 Shares and 55,555 Warrants, to Ms. Ludivine Wouters	35,504,229	33,196,678	93.50	1,234,188	3.48	1,073,363
Resolution 4(b)(v) – Issuance of 256,410 Units, comprising of 256,410 CDIs and 256,410 Warrants, to Mr. Rick Anthon	35,504,229	33,469,602	94.27%	1,234,188	3.48	800,439
Resolution 4(c) – the issuance of 4,904,478 Broker Warrants to Canaccord and FSB	35,504,229	30,898,394	87.03%	1,163,498	3.28%	3,442,337
Resolution 4(d) – the issuance of 7,692,307 CDIs and 7,692,307 Warrants to Eligible Shareholders under the SPP	35,504,229	33,324,730	93.86%	906,086	2.55%	1,273,413
Resolution 5 – the issuance of 22,263,733 Orion Warrants to Orion	35,504,229	33,362,546	93.97%	1,184,924	3.34%	956,759

The Company disregarded the following votes, from the applicable resolutions, as required by Listing Rule 14.11 of the ASX:

a) votes cast by the EBRD or any person (or any associates of such person) who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issuance of Shares or CDIs under the Offering (except a benefit solely by reason of being a holder of ordinary shares in the Company) from Resolution 4(a);

b) votes cast by any person (or any associates of such person) who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issuance of securities under the Offering (except a benefit solely by reason of being a holder of ordinary shares in the Company) from Resolutions 4(b)(i), 4(b)(ii), 4(b)(iii), 4(b)(iv);4(b)(v) and 4(c);

c) votes cast by Canaccord and FSB (or any associates of Canaccord and FSB) who will be receiving Broker Warrants (except a benefit solely by reason of being a holder of ordinary shares in the Company) from Resolution 4(c);

d) votes cast by any person (or any associates of such person) who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issuance of securities under the SPP (except a benefit solely by reason of being a holder of ordinary shares in the Company) from Resolution 4(d); and

e) votes cast by Orion (or any associates of Orion) or any person (or any associates of such person) who will be receiving Orion Warrants (except a benefit solely by reason of being a holder of ordinary shares in the Company) from Resolution 5.

Accordingly, the following voting exclusions applied to each of the resolutions below as required by the rules of the ASX:

Resolution 4(a): Total votes for Resolution 4(a) exclude 6,527,532 votes cast by parties participating in the Offering, including the EBRD and the directors. The excluded votes are reclassified to votes withheld/abstain, resulting in no change to the total Shares being voted in connection with Resolution 4(a).

Resolution 4(b)(i): Total votes for Resolution 4(b)(i) exclude 235,979 votes cast by John Webster (and entities controlled by him, including JJW Investments Ltd.) who subscribed for Units in the Offering. The excluded votes are reclassified to votes withheld/abstain, resulting in no change to the total Shares being voted in connection with Resolution 4(b)(i).
Resolution 4(b)(ii): Total votes for Resolution 4(b)(ii) exclude 219,682 votes cast by David Dreisinger (and entities controlled by him) who subscribed for Units in the Offering. The excluded votes are reclassified to votes withheld/abstain, resulting in no change to the total Shares being voted in connection with Resolution 4(b)(ii).
Resolution 4(b)(iii): Total votes for Resolution 4(b)(iii) exclude nil votes cast by Thomas Stepien (and entities controlled by him) who subscribed for Units in the Offering.
Resolution 4(b)(iv): Total votes for Resolution 4(b)(iv) exclude nil votes cast by Ludivine Wouters (and entities controlled by her) who subscribed for Units in the Offering.
Resolution 4(b)(v): Total votes for Resolution 4(b)(v) exclude nil votes cast by Rick Anthon (and entities controlled by him) who subscribed for Units in the Offering.
Resolution 4(c): Total votes for Resolution 4(c) exclude 2,390,000 votes cast by Canaccord and FSB, or their associates, which are to be issued Broker Warrants. The excluded votes are reclassified to votes withheld/abstain, resulting in no change to the total Shares being voted in connection with Resolution 4(c).
Resolution 4(d): Total votes for Resolution 4(d) exclude 468,854 votes cast by parties participating in the SPP. The excluded votes are reclassified to votes withheld/abstain, resulting in no change to the total Shares being voted in connection with Resolution 4(d).
Resolution 5: Total votes for Resolution 5 exclude nil votes cast by Orion which is to be issued Orion Warrants.

A total of 35,504,229 common shares, representing approximately 44.09% of the issued and outstanding common shares of the Company eligible to vote at the Meeting, were voted in connection with all of the above resolutions, except for the following: (a) the election of the Mr. Rick Anthon as a director of the Company, for which 35,618,229 common shares, representing approximately 44.23% of the issued and outstanding common shares of the Company eligible to vote at the Meeting were voted; and (b) resolution 2, the appointment of PricewaterhouseCoopers LLP as Auditors of the Company, for which 35,645,599 common shares, representing approximately 44.26% of the issued and outstanding common shares of the Company eligible to vote at the Meeting were voted. The results of all matters considered at the Meeting are reported in the Report of Voting Results as filed by the Company on SEDAR at www.sedarplus.ca.

In accordance with ASX Listing Rule 3.13.2(e), the information below is being provided for the aggregate number of securities for which valid proxies were received before the Meeting. None of the Company appointed proxy holders were able to vote on any of the resolutions in their discretion.

Nominee	Total Proxies Received	Proxy directed to vote For	Proxy directed to vote Against	Proxy directed to Abstain	Proxy could vote at their discretion
Resolution 1 – Election of directors:
John Webster	35,504,229	30,473,634	N/A	5,030,595	Nil
David B. Dreisinger	35,504,229	30,289,601	N/A	5,214,628	Nil
Thomas M. Stepien	35,504,229	30,298,601	N/A	5,205,628	Nil
Ludivine Wouters	35,504,229	33,904,004	N/A	1,600,225	Nil
Rick Anthon	35,618,229	33,735,888	N/A	1,882,341	Nil
Resolution 2 – Appointment of Pricewaterhouse- Coopers LLP as Auditors of the Company	35,645,599	31,760,224	N/A	3,885,375	Nil
Resolution 3 – Re-approval of the Company’s Stock Option Plan ⁽¹⁾	35,504,229	31,933,996	2,963,702	606,531	Nil
Resolution 4(a) – Issuance of 54,113,609 Units comprising 39,463,331 Shares and 14,650,278 CDIs and 54,113,609 Warrants to Non-Related Party Investors and the EBRD⁽²⁾	35,504,229	27,456,337	1,228,296	6,819,596	Nil
Resolution 4(b)(i) – Issuance of 55,555 Units, comprising of 55,555 Shares and 55,555 Warrants, to JJW Investments Ltd.⁽³⁾	35,504,229	33,171,670	1,235,052	1,097,507	Nil
Resolution 4(b)(ii) – Issuance of 41,666 Units, comprising of 41,666 Shares and 41,666 Warrants, to Dr. David B. Dreisinger⁽⁴⁾	35,504,229	33,187,967	1,235,052	1,081,210	Nil
Resolution 4(b)(iii) – Issuance of 55,555 Units, comprising of 55,555 Shares and 55,555 Warrants, to Mr. Thomas M. Stepien	35,504,229	33,407,649	1,235,052	861,528	Nil
Resolution 4(b)(iv) – Issuance of 55,555 Units, comprising of 55,555 Shares and 55,555 Warrants, to Ms. Ludivine Wouters	35,504,229	33,196,678	1,234,188	1,073,363	Nil
Resolution 4(b)(v) – Issuance of 256,410 Units, comprising of 256,410 CDIs and 256,410 Warrants, to Mr. Rick Anthon	35,504,229	33,469,602	1,234,188	800,439	Nil
Resolution 4(c) – the issuance of 4,904,478 Broker Warrants to Canaccord and FSB⁽⁵⁾	35,504,229	30,898,394	1,163,498	3,442,337	Nil
Resolution 4(d) – the issuance of 7,692,307 CDIs and 7,692,307 Warrants to Eligible Shareholders under the SPP⁽⁶⁾	35,504,229	33,324,730	906,086	1,273,413	Nil
Resolution 5 – the issuance of 22,263,733 Orion Warrants to Orion	35,504,229	33,362,546	1,184,924	956,759	Nil

⁽¹⁾ Excludes 455,661 votes cast by proxy by directors of the Company, which were reclassified as withheld/abstain.
⁽²⁾ Excludes 6,527,532 votes cast by proxy by the EBRD, directors and other subscribers in the Offering, which were reclassified as withheld/abstain.
⁽³⁾ Excludes 235,979 votes cast by proxy by John Webster and companies controlled by him (including JJW Investments Ltd.), which were reclassified as withheld/abstain.
⁽⁴⁾ Excludes 219,682 votes cast by proxy by David Dreisinger and companies controlled by him, which were reclassified as withheld/abstain.
⁽⁵⁾ Excludes 2,390,000 votes cast by proxy by Canaccord and FSB or their associates, which were reclassified as withheld/abstain.
⁽⁶⁾ Excludes 468,854 votes cast by proxy by subscribers to the SPP, which were reclassified as withheld/abstain.

Change in Chief Financial Officer

The Company also announces that Dean Larocque will step down as Chief Financial Officer effective May 30, 2025. The Company would like to thank Dean for his efforts since joining the Company in November 2024 and wish him well in his future endeavours. The Company expects to announce the appointment of its new Chief Financial Officer in the coming weeks.

About Euro Manganese

Euro Manganese is dual-listed on the TSXV and the ASX.

Authorized for release by the President and CEO of Euro Manganese Inc.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) or the ASX accepts responsibility for the adequacy or accuracy of this release.

Inquiries

Martina Blahova
President and CEO
+1-604-681-1010 ext. 101
Website: www.mn25.ca

Laurel Petryk
Chief Legal Officer & Corporate Secretary
+1-604-681-1010

LodeRock Advisors
Neil Weber
Investor and Media Relations – North America
+1 (647) 222-0574 neil.weber@loderockadvisors.com

Jane Morgan Management
Jane Morgan
Investor and Media Relations – Australia
+61 (0) 405 555 618
jm@janemorganmanagement.com.au

Company Address: #709 -700 West Pender St., Vancouver, British Columbia, Canada, V6C 1G8

Forward-Looking Statements

Forward-looking statements include statements regarding replacing the Chief Financial Officer and any expected outcome and ability to navigate current market conditions. All forward-looking statements are made based on the Company’s current beliefs including various assumptions made by the Company, including that the Chvaletice Project will be developed and operate as planned, the Company will obtain sufficient financing, and that the Company will be able to meet the conditions of its secured financing. Factors that could cause actual results or events to differ materially from current expectations include, among other things: insufficient working capital; inability to meet the conditions of its secured financing, risks due to granting security, lack of availability of financing for developing and advancing the Chvaletice Project; the potential for unknown or unexpected events to cause contractual conditions to not be satisfied; developments in EV (Electric Vehicles) battery markets and chemistries; risks related to fluctuations in currency exchange rates; and regulation and changes in laws by various governmental agencies. For a further discussion of risks relevant to the Company, see “Risk Factors” in the Company’s annual information form for the year ended September 30, 2024, available on the Company’s SEDAR+ profile at www.sedarplus.ca.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/252349

Euro Manganese Announces Appointment of Ms. Martina Blahova as Permanent President & Chief Executive Officer

Euro Manganese Inc. (TSXV: EMN) (ASX: EMN) (OTC Pink: EUMNF) (FSE: E060) (the “Company” or “Euro Manganese“) is pleased to announce that it has appointed Ms. Martina Blahova as permanent President and Chief Executive Officer (“CEO“) effective May 12, 2025 and will appoint Ms. Blahova to the Company’s Board of Directors (the “Board“). Ms. Blahova’s appointment to the Board will not take effect until she has obtained a director identification number from the Australian Business Registry Services.

Ms. Blahova was appointed as Interim CEO in November 2024. After assessing Ms. Blahova’s considerable contributions as Interim CEO and her depth of experience at Euro Manganese and at other companies, the Board determined that she is the best-qualified individual to continue to advance the Company’s strategy and execute on the development of the Chvaletice Manganese Project (the “Project“).

Martina Blahova, President and CEO of Euro Manganese commented, “I am honoured to be appointed CEO during this transformative period for both Euro Manganese and the European battery materials industry. In recent months, we’ve secured critical government designations, made significant progress on measures to strengthen our financial position, and validated the Project’s strategic relevance to Europe’s decarbonization goals. I am incredibly proud of our team’s achievements and excited to build long-term value for our stakeholders as we advance our vision of providing a resilient, local, and sustainable supply of high-purity manganese.”

Mr. Rick Anthon, Chairman of the Board, added, “Martina has been instrumental in advancing Euro Manganese’s mission to become Europe’s leading producer of high-purity manganese. As Interim CEO, she demonstrated a clear vision, deep strategic insight, and steady leadership, which are qualities that have helped position the Chvaletice Manganese Project at the heart of Europe’s clean energy transition. Following a robust period of progress under her guidance, the Board is pleased to confirm her appointment as CEO and looks forward to working with her as we move to the next phase of growth.”

Since joining Euro Manganese in 2018, Ms. Blahova has held various senior leadership roles including Chief Financial Officer and Interim CEO, helping guide the company through significant project development milestones and operational transformation. As CEO, she will continue to focus on advancing the Company’s long-term growth strategy, delivering value to shareholders, and fostering a culture of excellence.

About Martina Blahova

Ms. Blahova has served as the Chief Financial Officer of the Company since January 2020, and Interim CEO since November 2024. She has extensive financial and leadership experience gained from working in Canada, the Czech Republic, and in the UK. Her full bio is available here.

About Euro Manganese

Euro Manganese is dual listed on the TSX-V and the ASX.

Authorized for release by the Chairman of Euro Manganese Inc.

Neither TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) or the ASX accepts responsibility for the adequacy or accuracy of this release.

Enquiries

LodeRock Advisors
Neil Weber
Investor and Media Relations – North America
+1 (647) 222-0574 neil.weber@loderockadvisors.com

Jane Morgan Management
Jane Morgan
Investor and Media Relations – Australia
+61 (0) 405 555 618
jm@janemorganmanagement.com.au

Company Address: #709 -700 West Pender St., Vancouver, British Columbia, Canada, V6C 1G8
Website: www.mn25.ca
Follow us on: LinkedIn | Twitter | YouTube
Click Here to Subscribe to our mailing list for updates

Forward-Looking Statements

Readers are cautioned not to place undue reliance on forward-looking information or statements. Forward-Looking statements are subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking statements and, even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on, the Company.

Forward-Looking statements include statements regarding director appointment process and any expected outcome and ability to navigate current market conditions. All forward-looking statements are made based on the Company’s current beliefs including various assumptions made by the Company, including that the Chvaletice Project will be developed and operate as planned, the Company will obtain sufficient financing, and that the Company will be able to meet the conditions of its secured financing. Factors that could cause actual results or events to differ materially from current expectations include, among other things: insufficient working capital; inability to meet the conditions of its secured financing, risks due to granting security, lack of availability of financing for developing and advancing the Chvaletice Project; the potential for unknown or unexpected events to cause contractual conditions to not be satisfied; developments in EV (Electric Vehicles) battery markets and chemistries; risks related to fluctuations in currency exchange rates; and regulation and changes in laws by various governmental agencies. For a further discussion of risks relevant to the Company, see “Risk Factors” in the Company’s annual information form for the year ended September 30, 2024, available on the Company’s SEDAR+ profile at www.sedarplus.ca.

Appendix A

Summary of Material Contract Terms for Incoming Chief Executive Officer

In accordance with ASX Listing Rule 3.16.4, the following are the material terms of the employment agreement with Ms. Martina Blahova for the role of Chief Executive Officer of Euro Manganese Inc. (“EMN“), which was entered into effective May 12, 2025.

The key remuneration and contract terms related to Ms. Blahova’s employment agreement are set out below:

Effective Date:	May 12, 2025
Term:	Permanent CEO
Fixed Annual Remuneration (FAR):	CAD$450,000 per annum, to be taken as cash.

Incentives:
Short Term Incentive Plan (STIP):	Ms. Blahova is eligible for a short term incentive plan of up to 75% of her FAR based on the achievement of certain corporate and individual performance targets, payable as a cash bonus. Board has discretion to amend STIP performance targets and payment schedule upon certain events and/or transactions, including in the event of change in control. Annual awards under STIP are subject to Ms. Blahova’s individual performance (achievements and conduct) and EMN and Ms. Blahova achieving Board-approved targets.
Service Bonus	Ms. Blahova will be entitled to receive a service bonus equal to 12 months of her FAR payable upon the occurrence of a change in control of the Company and/or its subsidiary as a retention bonus. This payment is not connected with any actual or potential termination of Ms. Blahova’s Employment Agreement. A change of control for this purpose includes 40% change in ownership or voting power of the Company and/or its subsidiary.
Long Term Incentive Plan (LTIP):	The form of Ms. Blahova’s participation in EMN’s LTIP is by way of Stock Option Plan and Board approval. Stock options granted to Ms. Blahova can range from 0% – 100% of the target LTIP opportunity, based upon the achievement of corporate and individual performance targets. Ms. Blahova’s annual performance is measured against corporate and individual performance objectives, the weighting of each being dependent upon her role in the organization and relative influence over corporate performance objectives. Any future stock option grants to Ms. Blahova are expected to have an expiry of 10 years, and the vesting schedule will be 1/3 of the stock option grant will immediately, 1/3 will vest on the first anniversary of the date of the grant, and 1/3 will vest on the second anniversary of the date of the grant, all subject to the Board’s discretion
Termination Provisions:
Resignation by Ms. Blahova	Ms. Blahova may terminate her employment at any time by giving EMN not less than six weeks’ written notice.
Termination by EMN with Notice	The Company may terminate Ms. Blahova’s employment at any time with 12 months severance. Additionally, upon a termination without cause, all unvested stock options shall vest.
Termination by EMN Without Notice	Upon the Company’s termination of Ms. Blahova’s employment for cause, Ms. Blahova shall not be entitled to reasonable written notice of termination or pay in lieu of notice of termination, or any other compensation or damages for severance.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/251597

Euro Manganese Announces Early Appointment of Chairman and Provides Financing Update

Euro Manganese Inc. (TSXV: EMN) (ASX: EMN) (FSE: E060) (the “Company” or “Euro Manganese“) is pleased to announce that Mr. Rick Anthon has been appointed Chairman of the Board of Directors (the “Board“) as of April 11, 2025 (Vancouver). In addition, the Company is providing an update on the Company’s previously announced upsized C$11.2 million (A$12.3 million) brokered unit private placement financing (the “Financing“).

Appointment of New Chairman

Mr. Anthon was originally expected to join the Board upon the closing of the Financing, which is now anticipated to close on or about May 22, 2025, subject to shareholder approval. However, his appointment has been brought forward following unanimous approval by the other directors. The Company’s current Chairman, Mr. John Webster, is stepping down as Chairman but will remain on the Board and as Chair of the Audit Committee.

Mr. Anthon’s appointment comes at a pivotal time for Euro Manganese as it advances the development of its Chvaletice Manganese Project. His addition to the Board brings decades of battery metals experience and reflects the Company’s continued focus on building a strong leadership platform to support its role as a key contributor to Europe’s battery materials supply chain.

Martina Blahova, Interim CEO of Euro Manganese, commented, “Rick’s early appointment reflects the confidence we’ve built with key stakeholders and our focus on execution. His depth of experience in the resource sector and proven leadership will be invaluable as we continue to scale the Chvaletice Project and deliver on our strategic priorities. On behalf of the Board, we would like to express our gratitude to John for his outstanding contribution to Euro Manganese during his tenure as Chairman, and his exceptional stewardship during these recent transformative years. We look forward to continuing to receive his guidance and support as a director and as Chair of the Audit Committee.”

Rick Anthon, Euro Manganese’s new Chairman said, “I am honoured to step into the role of Chairman at this important stage for Euro Manganese. The Company is exceptionally well-positioned to play a critical role in Europe’s battery materials supply chain, and I look forward to working closely with the Board and management team to help drive the Chvaletice Project forward and create long-term value for all stakeholders. As I take on this new responsibility, I want to express my sincere appreciation to John for his exceptional leadership and unwavering dedication to Euro Manganese. His strategic vision and steady guidance have been instrumental in positioning the Company for the next stage of growth.”

During his tenure as Director of Corporate Development at Allkem Limited, Mr. Anthon led the company’s corporate development activities while it evolved from a junior explorer to a major industry player, navigating a successful IPO and playing a key role in Allkem’s A$16 billion merger with Livent to create Arcadium Lithium, now one of the world’s largest lithium producers and a NYSE-listed company that is being acquired by Rio Tinto. He currently serves as Chairman of the Board at Savannah Resources, a European-focused lithium producer, as well as Chairman of Greenwing Resources Limited, which has lithium brine operations in Argentina and a graphite project in Madagascar. Mr. Anthon is also Chairman of Rapid Lithium Limited, which is focused on lithium exploration in South Dakota, and Non-Executive Director at Savannah Goldfields Limited.

John Webster, Euro Manganese’s outgoing Chairman said, “Serving as Euro Manganese’s Chairman has been an honour. We have an extremely capable and enthusiastic management team, and with Rick joining as Chairman I am confident that this team will continue to execute on this next chapter of the Company’s strategic vision and plans. I look forward to continuing to work with management and my fellow Board members to develop the Chvaletice Manganese Project and enhance value for all shareholders.”

Financing Update

TSX-V Conditional Approval

The Company also announces that the Financing has received conditional approval from the TSX Venture Exchange (“TSX-V“). The TSX-V’s final acceptance of the Financing is conditional upon the Company satisfying the filing requirements set forth in the conditional approval letter.

Completion of the Financing is also conditional upon receipt of the necessary shareholder approvals to be obtained at the Company’s upcoming Annual General and Special Meeting of shareholders (the “Meeting”) to be held virtually on May 15, 2025. The Company will mail Meeting materials to shareholders in due course and encourages all shareholders to vote in advance of the Meeting by returning their proxy or voting instruction form.

Share Purchase Plan (“SPP”)

The Company also confirms a revised launch date of the SPP for later in April (see below), details of which were initially announced on March 6, 2025, and initially updated on April 1, 2025, for aggregate gross proceeds of A$1.5 million (approximately C$1.4 million). On April 1, 2025, Orion OMRF (BK) LLC (“Orion“) agreed that if there is a shortfall between the maximum amount of the SPP and the total number of securities taken up under the SPP, Orion will subscribe for the securities up to a maximum of A$1.5 million on the same terms as the SPP, subject to regulatory requirements, any required regulatory and shareholder approvals and completion of the Financing and SPP.

Updated Indicative Financing Timetable

The indicative timetable for the SPP has been revised as set out below:

	Vancouver	Australia
SPP Record Date	n/a	Wednesday, March 5, 2025
Lodgement of Prospectus with ASIC	n/a	Wednesday, April 23, 2025
Share Purchase Plan Opens	n/a	Monday, April 28, 2025
Share Purchase Plan Closes	n/a	Friday, May 9, 2025
Meeting to approve the Financing, SPP and related matters	Thursday, May 15, 2025	Friday, May 16, 2025
Settlement of New Securities Issued under the Financing and SPP	Wednesday, May 21, 2025	Thursday, May 22, 2025
Allotment of New Securities issued under the Financing and SPP	Thursday, May 22, 2025	Friday, May 23, 2025

About Euro Manganese

Euro Manganese is dual listed on the TSX-V and the ASX.

www.mn25.ca

Authorized for release by the Interim CEO of Euro Manganese Inc.

Neither TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) or the ASX accepts responsibility for the adequacy or accuracy of this release.

Enquiries

Martina Blahova
Interim Chief Executive Officer
+1 (604) 681-1010
martina@mn25.ca

Neil Weber
LodeRock Advisors
Investor and Media Relations – North America
+1 (647) 222-0574
neil.weber@loderockadvisors.com

Jane Morgan Management
Jane Morgan
Investor and Media Relations – Australia
+61 (0) 405 555 618
jm@janemorganmanagement.com.au

Company Address: #709 -700 West Pender St., Vancouver, British Columbia, Canada, V6C 1G8

Website: www.mn25.ca

Follow us/Subscribe

Follow us on X

Subscribe to our YouTube

Follow us on LinkedIn

Subscribe to our mailing list for updates

Forward-Looking Statements

Such forward-looking information or statements also include, but are not limited to, statements regarding the Company’s intentions regarding the development of the Chvaletice Project, the ability of the Company to scale the Chvaletice Project and deliver on strategic priorities and create long-term value for all stakeholders, statements regarding the terms of the Financing, including completion thereof, the anticipated closing date of the Financing, receipt of the final regulatory and shareholder approvals for the Financing and the SPP, the holding of the Meeting, the terms of the SPP, including completion thereof, and issuance of the SPP Prospectus.

All forward-looking statements are made based on the Company’s current beliefs including various assumptions made by the Company including that the Chvaletice Project will be developed and operate in accordance with current plans, that the Company will be able to raise the financing that it requires, and that it will meet conditions of its secured credit facility. Factors that could cause actual results or events to differ materially from current expectations include, among other things: risks and uncertainties related to maintaining necessary licenses or permits; risks related to acquisition of surface rights; securing sufficient offtake agreements; the availability of acceptable financing, and risks related to granting security; the potential for unknown or unexpected events to cause contractual conditions to not be satisfied; developments in EV (Electric Vehicles) battery markets and chemistries; and risks related to fluctuations in currency exchange rates, changes in laws or regulations; and regulation by various governmental agencies. For a further discussion of risks relevant to the Company, see “Risk Factors” in the Company’s annual information form for the year ended September 30, 2024, available on the Company’s SEDAR+ profile at www.sedarplus.ca.

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR
FOR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/248317

Euro Manganese Announces Upsize to Previously Announced Financing of up to C$11.2m (A$12.3m) including a Private Placement with Eric Sprott

Euro Manganese Inc. (TSXV: EMN) (ASX: EMN) (FSE: E06) (the “Company“) today announced that, due to strong investor demand, the previously announced financing on March 6, 2025, including a placement in the Company (the “Placement“) of common shares (“New Shares“) and CHESS Depositary Interests (“New CDIs“) (together, “New Securities“), has been upsized to up to C$9.8m (approximately A$10.8m)¹ and the condition to raise C$8m has been met. Proceeds will be used to support ongoing development of the Chvaletice Manganese Project and customer engagements to secure additional offtake term sheets and strategic investments.

All defined terms in this press release have the same meaning as set out in the March 6, 2025, press release, unless such terms are otherwise defined herein.

Euro Manganese is pleased to report that Mr. Eric Sprott, through 2176423 Ontario Ltd., a corporation which is beneficially owned by him, has agreed to subscribe for 16,666,666 (PC – 83,333,330) New Securities for an investment of C$3.0m (approximately A$3.3m). The European Bank for Reconstruction and Development (“EBRD“) has increased its investment to approximately C$3.9m (approximately A$4.2m). Additionally, the Company is reducing the previously announced Share Purchase Plan (“SPP“) amount to up to A$1.5m (approximately C$1.4 m), subject to receiving regulatory approval from the TSX Venture Exchange (“TSXV”) for the amount of units that form part of the SPP under the Equity Raising (defined below).

As previously announced on March 6, 2025 and March 31, 2025, the Company undertook a consolidation of its existing securities, including all shares represented by CDIs on the Australian Securities Exchange (“ASX“), at a ratio of five (5) pre-consolidation shares to one (1) post-consolidation share (the “Consolidation“). Subscriptions for all New Securities in the Equity Raising will be completed on a post-Consolidation basis. For the avoidance of doubt, all references to New Securities, Warrants, Broker Warrants, Additional Warrants and all per Share or per CDI dollar figures in this news release are on a post-Consolidation basis. Pre consolidation figures (“PC”) are shown in brackets.

Martina Blahova, Interim CEO of Euro Manganese, commented:

“We are extremely pleased with the robust support demonstrated by both our existing shareholders and new investors, including the notable participation of Mr. Eric Sprott. This strong response, alongside the continued support from EBRD and Orion, underscores the strategic significance of the Chvaletice Manganese Project to Europe’s critical minerals independence and supply chain security, a conviction further reinforced by the recent designation of the Chvaletice Manganese Deposit as a Strategic Deposit by the government of the Czech Republic and the Project’s recognition as a Strategic Project under the EU’s Critical Raw Materials Act.”

Details of the Placement and the SPP

The Company has rescheduled the date of its Annual and Special General Meeting (“ASGM“) from April 22, 2025, to May 15, 2025, where shareholders will be asked to approve the issuance of New Securities and Warrants to be issued under the Placement and the SPP (collectively referred to as the “Equity Raising“). The Company will file a management information circular in connection with the ASGM in due course in accordance with applicable securities laws. The Equity Raising, and all terms related thereto, remain subject to the approval of the TSX-V.

Details of the Placement

The Placement consists of an aggregate of 54,578,350 (PC -272,891,772) New Securities (comprised of 39,671,662 (PC -198,358,310) New Shares and 14,906,688 (PC – 74,533,462 New CDIs)) and 54,578,350 (PC – 272,891,772) Warrants for aggregate gross proceeds of C$9.8m (approximately A$10.8m)¹which will be subject to shareholder approval as required by Listing Rules 7.1, 10.11.1 and 10.11.4 of the ASX to be sought at the ASGM. Warrants issued in connection with the Placement will be exercisable any time prior to the date that is 18 months from the closing of the Placement and have an exercise price of C$0.225 (PC – C$0.045) per New Security.

Included in the Placement are:

(i) subscriptions are to be issued in excess of the number permitted under ASX Listing Rule 7.1, which includes:

14,650,278 (PC – 73,251,410) New CDIs and 14,650,278 (PC – 73,251,410) Warrants subscribed for under the Placement led by the Joint Lead Managers (as defined below) for aggregate gross proceeds of A$2.9m (approximately C$2.6m);
21,400,000 (PC – 107,000,000) New Shares and 21,400,000 (PC – 107,000,000) Warrants subscribed for by EBRD for gross proceeds of C$3.9m (approximately A$4.2m) (the “EBRD Subscription“);
18,063,331 (PC – 90,316,655) New Shares and 18,063,331 (PC – 90,316,655) Warrants subscribed for directly with the Company for gross proceeds of C$3.3m (approximately A$3.6m), which include 16,666,666 (PC – 83,333,330) New Shares and 16,666,666 (PC – 83,333,330) Warrants subscribed for by Mr. Eric Sprott, through 2176423 Ontario Ltd. a corporation which is beneficially owned by him, for gross proceeds of C$3.0m (approximately A$3.3m) (the “Sprott Subscription“); and

(ii) subscriptions by related parties of the Company (consisting of directors of the Company and companies controlled by directors of the Company) for 464,741 (PC – 2,323,707) New Securities (comprised of 208,331 (PC – 1,041,655) New Shares and 256,410 (PC – 1,282,052) New CDIs) and 464,741 (PC- 2,323,707) Warrants for gross proceeds of C$83,000 (approximately A$91,200) (“Related Party Subscription“), which are subject to approval by the Company’s shareholders as required by ASX Listing Rule 10.11.1 and 10.11.4.

Since certain directors and management of the Company are expected to participate in the Related Party Subscription, the Conditional Placement is expected to be a related party transaction subject to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). The Company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that participation in the Conditional Placement by such directors and management is not expected to exceed 25% of the fair market value of the Company’s market capitalization, as calculated in accordance with MI 61-101.

Updated Details of the Share Purchase Plan

Details of the SPP were announced on March 6, 2025. The SPP will be reduced to up to A$1.5m (approximately C$1.4m) (the “SPP Subscription“), subject to receiving regulatory approval from the TSXV for the units that comprise the SPP under the Equity Raising. The SPP will include 7,692,307 (PC – 38,461,535) New CDIs and 7,692,307 (PC – 38,461,535) Warrants exercisable any time prior to the date that is 18 months from the date of issue of the Warrants, with an exercise price of C$0.225 (PC – C$0.045) per New Security. Orion has agreed to fill any shortfall under the SPP (at the Equity Raising Price) up to a maximum of A$1.5 million. The New CDIs and Warrants issued under the SPP will also be subject to shareholder approval at the ASGM under ASX Listing Rule 7.1. The record date for the SPP remains the same as disclosed on March 6, 2025, and the rest of the indicative timetable has changed as set out below.

The Company retains the right to accept applications for the SPP (in whole or part) at its absolute discretion (subject to applicable law including compliance with the ASX Listing Rules). The Company may also cancel the SPP if the Company’s Board of Directors determines it is in the best interest of the Company, after considering the final amount of units approved by the TSXV for the Equity Raising.

European Bank for Reconstruction and Development

With the Sprott Subscription, the Company has now successfully secured additional funding that will satisfy the EBRD condition that the Company raise at least C$8 million (A$8.8m), assuming the Company receives shareholder approval at the ASGM. EBRD has increased its subscription to C$3,852,000 (approximately A$4.2m) given the upsizing of the Equity Raising. Prior to the completion of the EBRD Subscription, EBRD owns 3,560,000 common shares, representing an ownership interest of 4.42% of the issued and outstanding common shares. On completion of the EBRD Subscription, EBRD’s ownership interest will be, in aggregate (including the common shares it currently owns) 24,960,000 common shares, representing an ownership interest of 17.48% of the issued and outstanding common shares and an increase of 13.06%. Assuming the exercise by EBRD of all its Warrants, and assuming the exercise of (i) all Warrants issued under the Equity Raising, (ii) all Warrants issued under the SPP Subscription, and (iii) all Additional Warrants, EBRD’s ownership interest will be in aggregate 46,360,000 common shares, representing an aggregate beneficial ownership interest of 19.96% of the issued and outstanding shares and an increase of 15.54%. EBRD has agreed, pursuant to the terms of the Warrants issued to EBRD, that for so long as the Company is listed on the TSXV, unless approval from the TSXV and disinterested shareholders of the Company have been obtained pursuant to the policies of the TSXV (provided that such approval is required at the relevant time), EBRD will not be permitted to exercise such number of warrants that would result in it beneficially owning more than 19.99% of the outstanding common shares of the Company.

Broker Fees and Additional Warrants

Canaccord Genuity (Australia) Limited (“Canaccord Genuity“) and Foster Stockbroking Pty Ltd (“FSB“) are acting as Joint Lead Managers and Bookrunners for the Equity Raising (together the “Joint Lead Managers“). Aggregate fees payable in cash by the Company to Canaccord Genuity and FSB in connection with the Placement and the SPP will be 6% of the aggregate gross proceeds from the Placement and SPP to a cap of C$8 million (A8.8m).

Additionally, Canaccord Genuity and FSB will be issued 4,904,478 (PC – 24,522,396) broker warrants (“Broker Warrants“), representing 12% of the aggregate number of New Securities issued under the Placement and the SPP, excluding those issued pursuant to the EBRD Subscription, exercisable any time prior to the date that is 24 months from the date of issue of the Broker Warrants, with an exercise price of C$0.225 (PC – C$0.045) per New Security. As the number of Broker Warrants, together with the New Securities and Warrants to be issued under the Placement, exceeds the maximum number of securities that can be issued by the Company under ASX Listing Rule 7.1, this issuance will also be subject to approval by the Company’s shareholders at the ASGM.

Additionally, as announced previously on December 3, 2024, the Company agreed, subject to receipt of TSX-V approval, to issue to Orion 22,263,733 (PC – 111,318,665) warrants to purchase Shares (the “Additional Warrants“), exercisable any time prior to the date that is 18 months from the closing of the Placement, with an exercise price of C$0.225 (PC – C$0.045) per New Security. As the number of the Additional Warrants exceeds the maximum number of securities that can be issued by the Company under ASX Listing Rule 7.1, this issuance will also be subject to approval by the Company’s shareholders at the ASGM.

The securities to be issued or made issuable under the Equity Raising, as well as the Additional Warrants, have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to U.S. Persons absent registration or an applicable exemption from registration. This press release is not an offer or a solicitation of an offer of securities for sale in the United States, nor will there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Applicable Hold Periods

New Shares issued or made issuable will not be permitted to be traded in or into Canada or through TSXV for 4 months and 1 day following completion and will be subject to legending requirements under Canadian securities laws. New Shares will be listed on the TSXV, and New CDIs listed on the ASX. Warrants will not be listed. New CDIs will not be permitted to be exchanged for common shares and traded on TSXV for 4 months and 1 day from their date of issue.

Common shares issued upon exercise of the Warrants, Broker Warrants or Additional Warrants during the four-month period and 1 day after their respective date of issue are subject to the same restrictions noted above.

The Warrants, Broker Warrants or Additional Warrants may not be traded in or into Canada for 4 months and 1 day following completion and will be subject to legending requirements under Canadian securities laws.

Updated Indicative Equity Raising Timetable

The following indicative timetable assumes A$1.5m SPP and is subject to the Company receiving TSXV approval for the amount of units that form part of the SPP under the Equity Raising.

	Vancouver	Australia
SPP Record Date	n/a	Wednesday, March 5, 2025
Share Purchase Plan Opens	n/a	Wednesday, April 16, 2025
Share Purchase Plan Closes	n/a	Wednesday, April 30, 2025
Meeting to approve the Equity Raising and related matters	Thursday, May 15, 2025	Friday, May 16, 2025
Settlement of New Securities Issued under the Equity Raising	Wednesday, May 21, 2025	Thursday, May 22, 2025
Allotment of New Securities issued under the Equity Raising	Thursday, May 22, 2025	Friday, May 23, 2025

About Euro Manganese

Euro Manganese is a battery materials company focused on becoming a leading producer of high-purity manganese for the electric vehicle industry. The Company is advancing development of the Chvaletice Manganese Project in the Czech Republic and exploring an early-stage opportunity to produce battery-grade manganese products in Bécancour, Québec.

Euro Manganese is dual listed on the TSX-V and the ASX.

www.mn25.ca

Authorized for release by the Interim CEO of Euro Manganese Inc.

Enquiries

Martina Blahova
Interim Chief Executive Officer
+1 (604) 681-1010
martina@mn25.ca

LodeRock Advisors
Neil Weber
Investor and Media Relations – North America
+1 (647) 222-0574
neil.weber@loderockadvisors.com

Jane Morgan Management
Jane Morgan
Investor and Media Relations – Australia
+61 (0) 405 555 618
jm@janemorganmanagement.com.au

Company Address: #709 -700 West Pender St., Vancouver, British Columbia, Canada, V6C 1G8

Website: www.mn25.ca

Forward-Looking Statements

Such forward-looking information or statements also include, but are not limited to, statements regarding the Company’s intentions regarding the development of the Chvaletice Project, statements regarding the terms of the Placement, including completion thereof, the anticipated closing dates of the Placement, receipt of necessary regulatory approvals, the holding of the shareholder meeting, the use of proceeds of the Placement and the SPP, the issuance of the Additional Warrants, the terms of the SPP, including completion thereof, and any participation by Orion, statements regarding the Consolidation, including completion thereof.

All forward-looking statements are made based on the Company’s current beliefs including various assumptions made by the Company including that the Chvaletice Project will be developed and operate in accordance with current plans, that the Company will be able to raise the financing that it requires, and that it will meet conditions of its secured credit facility. Factors that could cause actual results or events to differ materially from current expectations include, among other things: risks and uncertainties related to maintaining necessary licenses or permits; risks related to acquisition of surface rights; securing sufficient offtake agreements; the availability of acceptable financing, and risks related to granting security; developments in EV (Electric Vehicles) battery markets and chemistries; and risks related to fluctuations in currency exchange rates, changes in laws or regulations; and regulation by various governmental agencies. For a further discussion of risks relevant to the Company, see “Risk Factors” in the Company’s annual information form for the year ended September 30, 2024, available on the Company’s SEDAR+ profile at www.sedarplus.ca.

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/246916