Mr. V-Bond Lee reports

VOLT CARBON TECHNOLOGIES CLOSES SHARES FOR DEBT TRANSACTION

With reference to Volt Carbon Technologies Inc.'s news release dated Oct. 1, 2024, the company has closed the shares for debt transaction after receiving the approval of the TSX Venture Exchange.

Pursuant to the shares for debt transaction, the company has issued an aggregate of 17,392,145 common shares in the capital of the company at a deemed price of two cents per common share, to settle outstanding debts in the aggregate amount of $347,842.91. A total of $200,000 of the debt is owed to one arm's-length creditor and $147,842.91 of the debt represents accrued liabilities for management fees owing to a former director and officer of the company and the current president and chief executive officer.

The debt settlement with the current president and chief executive officer of the company, V-Bond Lee, being the exchange of five million common shares for $100,000.00 of debt, is a related party transaction under Policy 5.9 of the TSX Venture Exchange and Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The debt settlement with Mr. Lee is exempt from the minority approval and formal valuation requirements of MI 61-101 pursuant to subsections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value of the debt, nor the fair market value of the shares to be issued in settlement of the debt, exceeds 25 per cent of the company's market capitalization. A material change report has not been filed at least 21 days before the closing of the shares for debt transaction. The company considers this shorter period to be reasonable and necessary in the circumstances to allow the company to close the shares for debt transaction as soon as possible for sound business reasons, including the company's need to settle the debt in an expeditious manner and preserve cash for continuing operations.

No new control person or insider will be created pursuant to the shares for debt transaction. The common shares issued pursuant to the shares for debt transaction are subject to a four-month-and-one-day hold period.

About Volt Carbon Technologies Inc.

Volt carbon is a publicly traded carbon science company, with specific interests in energy storage and green energy creation and green re-creation, with holdings in graphite mining claims in the province of Quebec in Canada.

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