RCA Telegram News California - Battery X Metals Engages U.S. Investment Bank to Support Strategic Path Toward Potential United States National Securities Exchange Listing Aligned with U.S. Growth Initiatives

VANCOUVER, BC / ACCESS Newswire / July 11, 2025 / Battery X Metals Inc. (CSE:BATX)(OTCQB:BATXF)(FSE:5YW, WKN:A40X9W)("Battery X Metals" or the "Company") an energy transition resource exploration and technology company, announces that it has entered into a letter agreement (the "Agreement") and engaged a U.S.-based investment bank (the "U.S. Investment Bank"), as its exclusive financial advisor and investment banker.

Under the terms of the Agreement, the U.S. Investment Bank will provide a range of strategic advisory services in support of the Company's ongoing corporate development initiatives, including potentially uplisting to a U.S. national securities exchange such as Nasdaq Composite (Nasdaq), New York Stock Exchange (NYSE), or the NYSE American (each a "U.S. National Securities Exchange"). The U.S. Investment Bank's mandate also includes advising on potential financing alternatives, facilitating investor access through non-deal roadshows, and assisting with structural and financial aspects of a potential listing on a U.S. National Securities Exchange, that may be mutually agreed upon by the parties.

While the engagement encompasses all qualifying U.S. National Securities Exchanges, Battery X Metals has identified the Nasdaq as its preferred listing exchange. The Board of Directors and management believe that a Nasdaq uplisting aligns with the Company's long-term growth strategy, enhances visibility among U.S. institutional and retail investors, and could position Battery X Metals as a next-generation growth company focused on both U.S. and international markets. This objective is directly supported by the Company's growth initiatives across its core business verticals, including its wholly-owned subsidiary, Battery X Rebalancing Technologies Inc.'s ("Battery X Rebalancing Technologies") continued validation towards commercialization of its patent-pending lithium-ion battery cell rebalancing technology and machine. As part of Battery X Rebalancing Technologies' broader commercialization strategy, future deployment is envisioned across automotive service centers and dealership service departments, with a long-term strategic focus on the U.S. market, subject to the successful completion of ongoing product development, validation initiatives, and establishment of commercial agreements.

The Company is also advancing sustainable lithium-ion battery recycling through its wholly-owned subsidiary, Battery X Recycling Technologies Inc. ("Battery X Recycling Technologies"), via an amended research collaboration agreement with a globally ranked top 20 university's Institute of Mining Engineering (the "Global Top 20 University"), as disclosed in the Company's news release dated September 24, 2024. This research has focused on the development of proprietary froth flotation technology designed to recover battery-grade materials - including graphite, lithium, nickel, cobalt, manganese, and copper - from end-of-life lithium-ion batteries, supporting a circular battery economy. While the amended research collaboration agreement concluded on June 30, 2025, Battery X Recycling Technologies is currently reviewing the potential to enter into a new research collaboration agreement with the Global Top 20 University that would continue and expand upon the prior work. Any material developments will be disclosed in accordance with applicable securities laws.

The Company is also advancing artificial intelligence (AI)-powered mineral exploration through its wholly-owned subsidiary, Battery X Discoveries Inc., via a joint venture framework established under a binding memorandum of understanding (MOU) with TerraDX Discoveries Inc. ("TerraDX") and MineMind Metals Inc., as disclosed in the Company's news release dated April 25, 2025. This initiative focuses on the exploration of battery metals in Nevada, USA, using proprietary AI targeting models to drive subsurface intelligence and accelerate critical battery metal discoveries. The AI models are designed to integrate and analyze large, complex geological datasets - often siloed and underutilized - to identify high-probability mineral targets. This data-driven approach is expected to de-risk early-stage exploration, shorten discovery timelines, and unlock new opportunities for lithium, cobalt, graphite, nickel, and manganese deposits. TerraDX is a member of the NVIDIA Inception program, which supports leading AI-focused startups through access to advanced computing infrastructure, technical expertise, and go-to-market support. This affiliation underscores TerraDX's technological leadership and further enhances the proposed joint venture's innovation profile.

These initiatives collectively reflect Battery X Metals' integrated 360° strategy across the battery metals value chain - spanning exploration, rebalancing, and recycling - and reinforce its commitment to scaling next-generation solutions that support the clean energy transition.

"This engagement with the U.S. Investment Bank marks an important step as we advance Battery X Metals toward a national U.S. exchange listing," said Massimo Bellini Bressi, CEO of Battery X Metals. "We are confident that the U.S. Investment Bank's deep capital markets expertise and robust retail and institutional relationships will strengthen our strategic positioning and accelerate our capital markets and business growth trajectory."

Terms of Engagement

As consideration for its services, Battery X Metals has agreed to issue to the U.S. Investment Bank or its designees 577,915 common shares (the "Common Shares") in the capital of the Company, payable in four (4) equal monthly installments beginning July 20, 2025. The Common Shares will carry piggyback registration rights and the same rights afforded to other holders of the Company's Common Shares in connection with the potential listing on a U.S. National Securities Exchange. The Company further agrees to register such Common Shares as part of the registration statement filed in connection with the potential listing on a U.S. National Securities Exchange.

For any financing completed through the U.S. Investment Bank, the Company will pay a cash fee equal to 7.0% of gross proceeds raised and will issue broker warrants equal to 7.0% of the securities sold. The broker warrants will have a three-year term and include customary features such as cashless exercise, anti-dilution protections, and registration rights. The exercise price will be equal to that of the securities sold in the applicable financing. In the event the Company completes a Reverse Merger, Merger, Business Combination, or other M&A-type of potential listing on a U.S. National Securities Exchange, the U.S. Investment Bank will be entitled to a success fee equal to 3.5% of the total aggregate consideration paid or received in connection with such transaction, subject to customary carve-outs. Consideration may include cash, stock, notes, the assumption or forgiveness of liabilities, and any contingent, deferred, or earn-out payments. The Company has also agreed to reimburse the U.S. Investment Bank for reasonable expenses incurred in connection with the engagement, including legal, travel, and third-party costs, subject to prior written approval. Legal fees are reimbursable up to US$125,000 if a financing is completed, and up to US$35,000 if no financing occurs. A "Transaction" includes other strategic events introduced by the U.S. Investment Bank, such as mergers, acquisitions, joint ventures, asset sales, or strategic alliances. The engagement also grants the U.S. Investment Bank a right of first offer for a period of eighteen (18) months following the completion of any potential listing on a U.S. National Securities Exchange. If the Company proposes to engage an underwriter, placement agent, advisor, or other financial intermediary on more favourable terms in connection with a financing, it must first offer such terms to the U.S. Investment Bank in writing and the U.S. Investment Bank may accept the offer within five days. This right does not apply if the U.S. Investment Bank is terminated for cause, in the case of financings that do not involve an investment bank or financial intermediary, or for Transactions not introduced by the U.S. Investment Bank. The engagement includes customary terms regarding confidentiality, indemnification, and dispute resolution.

Any potential listing on a U.S. National Securities Exchange remains subject to the Company satisfying all applicable qualitative and quantitative listing requirements of a U.S. National Securities Exchange. These requirements include, but are not limited to, achieving adequate minimum bid price, minimum shareholders' equity, free-trading public float, number of round-lot shareholders, and market capitalization thresholds, as well as obtaining all necessary approvals from the relevant exchange, regulatory authorities, and securities commissions.

About Battery X Metals Inc.

Battery X Metals (CSE:BATX)(OTCQB:BATXF)(FSE:5YW, WKN:A40X9W) is an energy transition resource exploration and technology company committed to advancing domestic and critical battery metal resource exploration and developing next-generation proprietary technologies. Taking a diversified, 360° approach to the battery metals industry, the Company focuses on exploration, lifespan extension, and recycling of lithium-ion batteries and battery materials. For more information, visit batteryxmetals.com.

About the U.S. Investment Bank

the U.S. Investment Bank is a full-service investment banking, securities and wealth management firm headquartered in New York. The U.S. Investment Bank provides a full array of financial services including investment banking; private wealth management; and global institutional equity, fixed-income and derivatives sales & trading, equity research and prime brokerage services to a diverse range of corporate clients, institutional investors and high net worth individuals. the U.S. Investment Bank is a registered broker-dealer with the U.S. Securities and Exchange Commission (SEC) and the Municipal Securities Rulemaking Board (MSRB), and is a member of the following: Financial Industry Regulatory Authority (FINRA); Securities Insurance Protection Corporation (SIPC); NASDAQ Stock Market and NYSE Arca, Inc.

On Behalf of the Board of Directors

Massimo Bellini Bressi, Director

For further information, please contact:

Massimo Bellini Bressi
Chief Executive Officer
Email: [email protected]
Tel: (604) 741-0444

Disclaimer for Forward-Looking Information

This news release contains forward-looking statements within the meaning of applicable securities laws. Forward-looking statements in this release relate to, among other things: the Company's objectives, strategies, and future plans regarding the engagement of the U.S. Investment Bank; the potential uplisting of the Company's securities to a U.S. National Securities Exchange; the Company's ability to complete a potential listing on a U.S. National Securities Exchange or financing; ability to meet all applicable listing requirements of a U.S. National Securities Exchange; the anticipated timing, benefits, and outcomes of a potential uplisting or other capital markets transactions; the scope and success of advisory services provided by the U.S. Investment Bank; the potential development and commercialization and U.S. deployment of the Company's patent-pending electric vehicle battery rebalancing machine; the execution of U.S.-focused growth initiatives aligned with the Company's business strategy; the continued development of its battery recycling technologies, including the potential continuation of its research collaboration with the Global Top 20 University; the progress of its AI-powered battery metal exploration initiative in Nevada; the development and the outcome of the joint venture with TerraDX and MineMind Metals Inc.; the expected performance, integration capabilities, and effectiveness of the AI targeting models used in mineral exploration, including their ability to accelerate discoveries, de-risk early-stage projects, and identify high-probability targets; and the execution of its integrated 360° strategy across the battery metals value chain, including exploration, rebalancing, and recycling. These forward-looking statements are based on current expectations, assumptions, and projections that management believes to be reasonable as of the date of this release. However, such statements are inherently subject to known and unknown risks, uncertainties, and other factors that may cause actual results, performance, or achievements to differ materially from those expressed or implied. These factors include, but are not limited to: the Company's ability to meet listing criteria including minimum bid price, market capitalization, public float, and shareholder distribution, in addition to the qualitative listing requirements of a U.S. National Securities Exchange; the outcome and timing of regulatory and exchange reviews and approvals; delays in the execution or structuring of any potential listing on a U.S. National Securities Exchange or financing; fluctuations in market conditions or investor sentiment; technological or commercial challenges related to product deployment; the potential limitations of AI models in geological applications, the availability and quality of geological datasets, and the ability to translate AI-generated insights into actionable exploration results; delays or setbacks in research and development programs; and general economic, regulatory, and geopolitical conditions. Forward-looking statements reflect the beliefs, assumptions, and expectations of management at the time they are made and should not be regarded as guarantees of future performance. The Company undertakes no obligation to update or revise any forward-looking information, whether as a result of new information, future events, or otherwise, except as required by applicable law. Readers are cautioned not to place undue reliance on forward-looking statements and are encouraged to consult the Company's continuous disclosure filings available at www.sedarplus.ca for additional risk factors and further information.

SOURCE: Battery X Metals

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