Volt Carbon Technologies Announces Closing of First Tranche of Private Placement for Gross Proceeds of C$300,000 and Increase in Private Placement

Calgary, Alberta--(Newsfile Corp. - December 2, 2024) - Volt Carbon Technologies Inc. (TSXV: VCT) (OTCQB: TORVF) ("Volt Carbon" or the "Company"), is pleased to announce that it has closed the first tranche of the private placement (the "Offering") announced on November 19, 2024, by issuing an aggregate number of 10,000,000 flow through units ("FT Units") at a price of $0.03 per FT Unit for gross proceeds of C$300,000 (the "First Tranche").

Each FT Unit consists of one (1) common share in the capital of the Company issued on a "flow-through share" within the meaning of the Income Tax Act (Canada) and one half of one (0.5) common share purchase warrant (each whole warrant, a "Warrant"). Each whole Warrant entitles the holder to acquire one (1) additional common share in the capital of the Company (each a "Warrant Share") at an exercise price of C$0.05 per Warrant Share for a period of 24 months from the date of issuance.

In connection with the closing of the First Tranche, Red Cloud Securities Inc. ("Red Cloud" or the "Finder"), an arm's length finder, was: (i) paid a cash finder's fee of $21,000; and (ii) issued 700,000 non-transferable finder's warrants at an exercise price of CAD$0.03 (each a "Finder's Warrant"). Each Finder's Warrant is exercisable for one (1) common share in the capital of the Company for a period of 24 months from the date of issue.

All securities issued pursuant to the closing of the First Tranche are subject to a four month and one day hold period.

The Company expects to close the second and final tranche of the Offering on or before December 17, 2024.

Increase in Private Placement Offering

With reference to its prior news release dated November 19, 2024, subject to the approval of the TSX Venture Exchange, Volt Carbon intends to increase the non-flow-through portion of the Offering by 2,000,000 units from up to 4,000,000 to up to 6,000,000 units (the "Units") at a price of C$0.025 per Unit resulting in an increase of potential gross proceeds by C$50,000 from up to C$100,000 to up to C$150,000. Each Unit will consist of one Common Share and one-half of one Warrant. Each whole Warrant will entitle the holder thereof to purchase one Common Share at a price of C$0.05 at any time for a period of 24 months from the date of issuance.

The Company intends to use the net proceeds from the FT Units for the exploration of the Company's Mineral Interests in Quebec and the net proceeds from the Units for general working capital purposes. The gross proceeds from the issuance of the FT Shares will be used to incur resource exploration expenses which will constitute "Canadian exploration expenses" as defined in subsection 66.1(6) of the Income Tax Act and "flow through mining expenditures" as defined in subsection 127(9) of the Income Tax Act, which will be renounced with an effective date no later than December 31, 2024 to the purchasers of the FT Units in an aggregate amount not less than the gross proceeds raised from the issue of the FT Shares.

About Volt Carbon Technologies

Volt Carbon is a publicly traded carbon science company, with specific interests in energy storage and green energy creation, with holdings in mining claims in the provinces of Ontario, Quebec and British Columbia in Canada. For the latest information on Volt Carbon's properties and news please refer to the website www.voltcarbontech.com.

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

FORWARD LOOKING STATEMENTS: This press release contains forward-looking statements, within the meaning of applicable securities legislation, concerning Volt Carbon's business and affairs. In certain cases, forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not expect", "intends" "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Such forward-looking statements include those with respect to: (i) the completion of the Offering; and (iii) the anticipated final closing of the Offering.

Statements of past performance should not be construed as an indication of future performance. Forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not such results will be achieved. A number of factors, including those discussed above, could cause actual results to differ materially from the results discussed in the forward-looking statements. Any such forward-looking statements are expressly qualified in their entirety by this cautionary statement.

All of the forward-looking statements made in this press release are qualified by these cautionary statements. Readers are cautioned not to place undue reliance on such forward-looking statements. Forward-looking information is provided as of the date of this press release, and Volt Carbon assumes no obligation to update or revise them to reflect new events or circumstances, except as may be required under applicable securities legislation.

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