Germanium Mining Corp. Announces Non-Brokered Private Placement and Debt Settlement

(TheNewswire)

VANCOUVER, BRITISH COLUMBIA, JULY 11,
2025 – TheNewswire -
GERMANIUM MINING CORP.
(“GERMANIUM MINING” OR THE “COMPANY”) (CSE: GMC; OTCQB: EMSKF;
FSE: 1I30) announces it has arranged a
non-brokered private placement of up to 2,500,000 million units (each
a “Unit”) at a price of 10 cents per unit for gross proceeds of up
to CAD $250,000 (the “Private Placement”). Each unit will consist
of one common share (each, a “Share”) and one transferable common share
purchase warrant (each, a “Warrant”). Each warrant entitles the holder
to purchase one additional share of the company at a price of 12 cents
per share for a period of 24 months from the date of issuance. Further
the Company announces a Shares
for Debt to issue 4,245,900 common shares at a
deemed price of $0.10 per share to settle $424,590 of debt. Following
closing of the Private Placement there will be 11,864,215 shares
outstanding on a non-diluted basis.

The Company will rely on the exception set out in
Section 4.6(2)(b) of CSE Policy 4 - Corporate Governance, Security
Holder Approvals and Miscellaneous Provisions (the "Policy") with
respect to the requirement to obtain shareholder approval of such
transaction whereby the Company is issuing more than 100% of its
issued share capital on a fully diluted basis (relating to the Private
Placement warrants). The Company applied and was granted by the CSE
the exception from shareholder approval based on the following: The
Company is in financial hardship, has reached an agreement to complete
the offering, no related persons as defined in Policy 1 will
participate in the transactions; and Independent Directors
constituting a majority of the Board’s Independent Directors in a
vote in which only Independent Directors participate have determined
that the offering is in the best interests of the Listed Issuer, is
reasonable in the circumstances and that it is not feasible to obtain
security holder approval or complete a rights offering to existing
security holders on the same terms, has been approved by the majority
of the independent directors of the Company.

The net proceeds from the placement will be allocated
toward exploration activities and for general corporate purposes
including arm’s length payables. In accordance with the regulations
of the Canadian Securities Exchange, an up-to-10-per-cent commission
may be applicable on the Private Placement. All securities issued
pursuant to the private placement and shares for debt settlement will
be subject to a statutory hold period of four months and one day as
required under applicable securities legislation.

ON BEHALF OF THE
BOARD

    Mario Pezzente  

     CEO &
Director

For more information
on Germanium Mining Corp. please contact:

Phone: 604-717-6605

Corporate e-mail:
info@germaniummining.com

Website: www.germaniummining.com

Corporate Address: 2905– 700 West Georgia Street, Vancouver, BC, V7Y1C6

FORWARD-LOOKINGSTATEMENTS

This news release containsforward-looking statements. All statements, other than statements ofhistorical fact that address activities, events, or developments thatthe Company believes, expects or anticipates will or may occur in thefuture are forward-looking statements. Forward-looking statements inthis news release include,but are not limited to, statements regarding the intended use ofproceeds of the Offering and other matters regarding the businessplans of the Company. The forward-looking statements reflectmanagement’s currentexpectations based on information currently available and are subjectto a number of risks and uncertainties that may cause outcomes todiffer materially from those discussed in the forward-lookingstatements including that the Company may use the proceeds of theOffering for purposes other than those disclosed in this news release;adverse market conditions; and other factors beyond the control of theCompany. Although the Company believes that the assumptions inherentin the forward-looking statements are reasonable, forward-lookingstatements are not guarantees of future performance and, accordingly,undue reliance should not be put on such statements due to theirinherent uncertainty. Factors that could cause actual results orevents to differ materially from current expectations include generalmarket conditions and other factors beyond the control of the Company.The Company expressly disclaims any intention or obligation to updateor revise any forward-looking statements whether as a result of newinformation, future events or otherwise, except as required byapplicable law.

The Canadian Securities Exchange(operated by CNSX Markets Inc.) has neither approved nor disapprovedof the contents or accuracy of this press release.

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