Edison Lithium Announces Regulatory Approval to Complete Proposed Spin-Out of Cobalt Assets

NEWS RELEASE

Edison Lithium Announces Regulatory Approval to Complete

Proposed Spin-Out of Cobalt Assets

Vancouver, British Columbia, November 28, 2023 – Edison Lithium Corp. (TSXV: EDDY; OTCQB:

EDDYF; FSE: VV0) (“Edison” or the “Company”) is pleased to announce it has received conditional

approval from the TSX Venture Exchange (the “Exchange”) for the proposed plan of arrangement and

spin-out of its cobalt assets in northeastern Ontario, referred to as the Kittson Cobalt Property (the “ Spin-

Out”).

The Spin-Out will be achieved pursuant to an arrangement agreement (the “Arrangement Agreement”) to

be executed between the Company and Edison Cobalt Corp. (“SpinCo”), a wholly owned subsidiary of the

Company. Subject to the terms of the Arrangement Agreement, approval of shareholders at a meeting of

Edison shareholders, approval of the British Columbia Supreme Court, and final acceptance of the

Exchange, the Company will spin out SpinCo to its shareholders and the Company’s Kittson -Cobalt

Property will be transferred to SpinCo in exchange for shares in the capital of SpinCo (“Spinco Shares”).

The SpinCo Shares will be distributed to the Company’s shareholders on a pro-rata one-for-one share basis.

The transaction will be completed by way of statutory plan of arrangement provisions of the Business

Corporations Act (British Columbia) (the “Transaction”).

There will be no change in Edison shareholders’ holdings in the Company as a result of the Spin-Out and,

if the Spin -Out is completed, shareholders will own shares in both companies, Edison and SpinCo. The

Company expects the Spin-Out will increase shareholder value by allowing capital markets to ascribe value

to the Kittson Cobalt Property independent of the Company’s lithium properties.

In connection with the Transaction, t he Company intends to seek a listing of the SpinCo Shares on the

Exchange, however no assurance can be provided that such a listing will be obtained. Listing will be subject

to SpinCo fulfilling all of the requirements of the Exchange.

SpinCo intends to undertake a private placement financing in order to raise gross proceeds of up to

$1,500,000 (the “Private Placement”) at a price of $0.05 per security with terms to be determined at a later

dated based on prevailing market conditions.

Nathan Rotstein, Edison’s CEO, commented, “We are pleased with this news which advances the process

of our being able to provide two “pure play” vehicles in the important battery metals space.”

Further details of the Spin-Out, Private Placement and timing of the meeting of Edison Shareholders will

be announced in a subsequent news release.

About Edison Lithium Corp.

Edison Lithium Corp. is a Canadian-based junior mining exploration company focused on the procurement,

exploration and development of cobalt, lithium, and other energy metal properties. The Company’s

acquisition strategy is based on acquiring affordable, cost-effective, and highly regarded mineral properties

in areas with proven geological potential. Edison is building a portfolio of quality assets capable of

supplying critical materials to the battery industry and intends to capitalize on and have its shareholders

benefit from the renewed interest in the battery metals space.

On behalf of the Board of Directors:

“Nathan Rotstein”

Nathan Rotstein

Chief Executive Officer and Director

For more information please contact:

Tel: 416-526-3217

Email: [email protected]

Website: www.edisonlithium.com

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of

the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Disclaimer: This news release contains certain forward-looking statements. Statements

that are not historical facts, including statements about Edison’s beliefs and expectations, are forward -

looking statements. Forward-looking statements involve inherent risks and uncertainties and a number of

factors could cause actual results to differ materially from those contained in any forward -looking

statement. In some cases, forward-looking statements can be identified by words or phrases such as “may”,

“will”, “will be”, “expect” , “anticipate”, “target”, “aim”, “estimate”, “intend”, “plan”, “believe”,

“potential”, “continue”, “proposes”, “contemplates”, “is/are likely to” or other similar expressions. All

information provided in this news release is as of the date of this news, and the Company undertakes no

duty to update such information, except as required under applicable law.

Forward-looking statements in this press release relate to, among other things: completion of the proposed

Spin-Out, distribution of SpinCo Shares to Edison shareholders, no changes occurring to Edison

shareholders’ holdings, the receipt of required shareholder, court, stock exchange and regulatory approvals

for the Spin-Out, listing of the SpinCo Shares on the Exchange, increases to shareholder value as a result

of the Spin -Out, the new entity presenting compelling opportunity for further investment in the heated

battery metals space, the timing of the Spin-Out transaction, and the timing of additional details concerning

the Spin-Out, the timing of a meeting of Edison shareholders, and the terms and timing for completion of

the Private Placement. Actual future results may differ materially. There can be no assurance that such

statements will prove to be accurate, and actual results and future events could differ materially from those

anticipated in such statements. Forward-looking statements reflect the beliefs, opinions and projections of

management on the date the statements are made and are based upon a number of assumptions and estimates

that, while considered reasonable by the respective parties, are inherently subject to significant business,

economic, competitive, political and social uncertainties and contingencies. Many factors, both known and

unknown, could cause actual results, performance or achievements to be materially different from the

results, performance or achievements that are or may be exp ressed or implied by such forward -looking

statements and the parties have made assumptions and estimates based on or related to many of these

factors. Such factors include, without limitation: finalization of terms for the proposed Spin-Out, receipt of

all required shareholder, court, stock exchange and regulatory approvals for the Spin -Out; changes in the

value of the Kittson Cobalt Property; fluctuations in the securities markets, commodity pricing and the

market price of the Company’s common shares and Exchange approval for listing of the SpinCo Shares.

Readers should not place undue reliance on the forward -looking statements and information contained in

this news release concerning these items. Except as req uired by law, the Company does not assume any

obligation to update the forward -looking statements of beliefs, opinions, projections, or other factors,

should they change, except as required by law.