Giyani Satisfies Key Condition for Drawdown Under US$16 Million IDC Facility

TORONTO, March 28, 2024 (GLOBE NEWSWIRE) -- Giyani Metals Corp. (TSXV:EMM, GR:A2DUU8) ("Giyani" or the "Company"), developer of the K.Hill battery-grade manganese project in Botswana ("K.Hill"), is pleased to announce that the TSX Venture Exchange ("TSXV") has conditionally approved the US$16 million facility secured with the Industrial Development Corporation of South Africa Limited ("IDC").

Following agreement with IDC, the facility documents have been amended to align with the TSXV requirements and the Company now expects that first drawdown will occur in April 2024.

Other than the amendments set out below, the material terms of the US$16 million amended IDC facility ("Amended IDC Facility") remain the same as set out in the Company's news release dated November 30, 2023.

In the meantime, Giyani is progressing work related to the Demonstration Plant construction, and the other areas of the business following the receipt of the US$10 million of funding from ARCH Sustainable Resources Fund LP in February (see News Release dated February 21 2024).

Amended IDC Facility

Under the Amended IDC Facility, dated March 27, 2024, the IDC now only has the ability to elect to convert the outstanding amount of the facility into shares (and shareholder loans) in Thabatala Holdings Proprietary Limited ("HoldCo"), subject to the Company receiving TSXV approval in respect thereof pursuant to an application by the Company at the time such conversion is proposed. HoldCo is a Botswana registered, wholly owned subsidiary of the Company. Further, if IDC has elected to convert the outstanding amount of the Amended IDC Facility into shares (and shareholder loans) in HoldCo, the IDC may then seek to have such equity in HoldCo exchanged for common shares in Giyani ("Giyani Shares") in certain circumstances. Any such exchange of HoldCo equity into Giyani Shares will be subject to a future application to TSXV and approval thereof at the time such exchange is proposed. Accordingly, as the issuance of Giyani Shares under the Amended IDC Facility is subject to a further TSXV application and approval thereof, the Amended IDC Facility no longer includes a concept of a minimum share price for Giyani Shares issuable thereunder, as no such floor price can be set at this time.