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Megawatt Announces Shares for Debt

Share Capital & Compensation

Megawatt Announces Shares for Debt

Vancouver, British Columbia‐‐(January 17, 2024) ‐ Megawatt Lithium and Battery Metals Corp.

(CSE:MEGA) (FSE: WR20) (OTC QB: WALRF) (the " Company" or " Megawatt") announces that, it will

enter into a shares for debt agreement for the issuance of 900,000 common shares in the capital of

the Company (the “ Shares”) at a deemed price of $0.10 per Share to a n arm’s length creditor (the

“Creditor”) for settlement of debts owing to the Creditor in an aggregate amount of $ 90,000 for

general and administrative services provided to the Company by the Creditor (the “Shares for Debt

Settlement”).

All the Shares issued in connection with the Shares for Debt Settlement will be subject to a statutory

hold period of four months plus a day from the date of issuance in accordance with applicable

securities legislation.

Closing of the Shares for Debt Settlement is subject to a number of conditions, including receipt of all

necessary corporate and regulatory approvals, including the Canadian Securities Exchange.

About MegaWatt Lithium and Battery Metals Corp.

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 a 100% 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 earth elements.

The Company holds 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 F ebruary 3, 2021) and a 100% interest in

229 additional mineral exploration claims prospective for lithium, also in the James Bay area of Quebec

covering an area of 12,116 hectares or 121 square kms.

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

For further information: Kelvin Lee, Chief Financial Officer, [email protected], (236)521-

6500

Related Links

https://megawattmetals.com

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The CSE does not accept responsibility for the adequacy or accuracy of this 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 re lating 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 secu rities regulatory

authority has either approved or disapproved of the contents of this news release.

SOURCE MegaWatt Lithium and Battery Metals Corp.

FOR FURTHER INFORMATION PLEASE CONTACT:

Kelvin Lee, Chief Financial Officer

[email protected]