MegaWatt Announces Closing of The First Tranche

VANCOUVER, Sept. 22, 2022 - MegaWatt Lithium and Battery Metals Corp. (CSE: MEGA) (FSE: WR20) (OTCQB: WALRF) (the "Company" or "MegaWatt") (the "Company" or "Megawatt") is pleased to announce, further to its news release of August 22, 2022, that it has closed the first tranche of the previously announced non?brokered private placement (the "Offering") of units of the Company (the "NFT Units") at a price of $0.065 per NFT Unit and flow-through units of the Company (the "FT Units") at a price of $0.075 per FT Unit. The FT Units and the NFT Units are collectively referred to herein as the "Units". Each FT Unit consists of one common share in the capital of the Company which will be designated as a flow-through share (a "FT Share") pursuant to the Income Tax Act (Canada), and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). Each NFT Unit consists of one common share in the capital of the Company (a "Share") and one-half of one Warrant. Each Warrant entitles the holder thereof to purchase one Share (a "Warrant Share") at $0.12 per Warrant Share until September 22, 2024.

The first tranche closing of the Offering consisted of 400,000 Units and 8,400,000 FT Units for aggregate gross proceeds of $656,000. The Company has paid eligible finders a cash commission in the amount of $43,960.00, being up to 7% of the aggregate proceeds from the sale of Units to purchasers introduced by the finders and issued an aggregate of 616,000 non?transferable share purchase warrants (the "Finder's Warrants"), being up to 7% of the number of Units sold under the Offering to purchasers introduced by the finders. Each Finder's Warrant entitles the holder thereof to purchase one Share at a price of $0.12 per Share until September 22, 2024. The Company has also paid $1,960.00 plus tax as advisory fee. All securities issued in connection with the first tranche of the Offering are subject to a statutory hold period of fourth months plus a day in accordance with applicable securities legislation ending on January 23, 2023.

The net proceeds from the sale of NFT Units will be used to fund the exploration of the Company's projects in Canada and Australia and for general working capital purposes. The gross proceeds from the issuance of the FT Shares will be used for "Canadian Exploration Expenses" (within the meaning of the Income Tax Act (Canada)) (the "Qualifying Expenditures"), which will be renounced with an effective date no later than December 31, 2022 to the purchasers of the FT Shares in an aggregate amount not less than the gross proceeds raised from the issue of the FT Shares. If the Qualifying Expenditures are reduced by the Canada Revenue Agency, the Company will indemnify each subscriber of FT Units for any additional taxes payable by such subscriber as a result of the Company's failure to renounce the Qualifying Expenditures.

The Company will be proceeding with the second tranche of the Offering.

MegaWatt is a British Columbia based company involved in the acquisition and exploration of mineral properties in Canada. The Company holds a 100% undivided interest, subject to a 1.5% NSR on all base, rare earth elements and precious metals, in the Cobalt Hill Property, consisting of eight mineral claims covering an area of approximately 1,727.43 hectares located in the Trail Creek Mining Division in the Province of British Columbia, Canada.

Additionally, the Company has acquired an 80% interest in a company that indirectly holds a 100% interest (subject to a 2% NSR) in two prospective silver-zinc projects in Australia, being the Tyr Silver Project and the Century South Silver-Zinc Project (see press release dated October 15, 2020), an indirect 100% interest (subject to a 1% NSR) in and to certain mining tenements in Northern Territory and New South Wales, Australia prospective for nickel cobalt-scandium and rare earths and a 100% interest (subject to a 2% NSR) in and to the Route 381 Lithium Property, comprised of 40 mineral claims located in James Bay Territory, north of Matagami in the Province of Quebec, covering 2,126 hectares (see press release dated February 3, 2021) and 229 additional mineral exploration claims ("the new claims") in the James Bay area of Quebec. The new claims cover an area of 12,116 hectares or 121 square kms.

Investors can learn more about the Company and team at https://megawattmetals.com.

ON BEHALF OF THE BOARD

"David Thornley-Hall"

Chief Executive Officer

The Canadian Securities Exchange has not in any way passed upon the merits of the Proposed Transaction and has neither approved nor disapproved the contents of this press release.

This press release includes "forward-looking information" that is subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company. Forward-looking statements may include but are not limited to, statements relating to the trading of the Company's common shares on the Exchange and the Company's use of proceeds and are subject to all of the risks and uncertainties normally incident to such events. Investors are cautioned that any such statements are not guarantees of future events and that actual events or developments may differ materially from those projected in the forward- looking statements. Such forward-looking statements represent management's best judgment based on information currently available. No securities regulatory authority has either approved or disapproved of the contents of this news release. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements, except as may be required by law.

View original content to download multimedia:https://www.prnewswire.com/news-releases/megawatt-announces-closing-of-the-first-tranche-301631697.html

SOURCE MegaWatt Lithium and Battery Metals Corp.