GMG News Press Release

Graphene Manufacturing Group Approves AU$1.4 million Deployment: The Remaining Capital Needed for a Second Generation Technology Graphene Production Plant with Capacity of 10 Tons Per Annum

BRISBANE, QUEENSLAND, AUSTRALIA – Graphene Manufacturing Group Ltd. (TSX V: GMG) (OTCQX: GMGMF) (“GMG” or the “Company”) is is pleased to announce that the Board of Directors of GMG has approved the investment of an additional AU$1.4 million, which is expected to complete the construction of the Company’s Gen 2.0 Graphene Manufacturing Technology plant (the “Gen 2.0 Plant”) capable of producing 10 tons of graphene per annum. The total capital cost for the Gen 2.0 Plant is an estimated AU$2.3 million, an expenditure that was largely included in the proposed use of proceeds for the March 2025 Bought Deal Financing of C$5,796,000.

The Company’s Board is happy with progress to date and is confident that the Gen 2.0 Plant project is on track to meet its original budget and expectation to be online by the middle of 2026. The early work and procurement of the long lead items is substantially complete, and engineering and design has commenced.

The Gen 2.0 Plant is expected to be largely self-powered from standalone energy generation that utilizes renewable sources, an energy storage system and hydrogen enriched natural gas provided by tail gas power generation.

GMG’s Managing Director and CEO, Craig Nicol, commented: “We are very excited with the progress to date of the Gen 2.0 project and are looking forward to bringing the plant online – on time and on budget.”

GMG’s Chairman and Director, Jack Perkowski, commented: “A successful Gen 2.0 project will form the basis for the Company’s future expansion plans.”

Quarterly Financial Results Update

The Company is pleased to provide a further update to its most recent Quarterly Financial Results as published and filed on March 2, 2026. The Company’s results are reported under International Financial Reporting Standards (IFRS). This news release may include certain Non-IFRS measures as reported in the Company’s Quarterly Management Discussion and Analysis (“MD&A”) that are used internally by management to assess the underlying operational performance of our business.

Understanding the Non-Cash Warrant Liability
As at December 31, 2025, the Company had 18.6 million outstanding share purchase warrants with exercise prices denominated in Canadian dollars. Because GMG’s functional currency is the Australian dollar, IFRS accounting standards require these warrants to be treated as a derivative financial liability and revalued at fair value each reporting period.

During Q2 FY2026, GMG’s share price increased 178%, a strong performance that reflects growing market confidence. However, under IFRS, this share price increase results in a higher calculated fair value for the warrant liability, which in turn generates a non-cash loss in the Company’s statement of profit or loss and a corresponding increase in total liabilities on the balance sheet.

Key Points for Shareholders:
• This accounting adjustment is entirely non-cash and does not affect GMG’s cash position, operations, or business fundamentals.
• The Company’s cash balance at December 31, 2025 was A$13.9 million, up from A$7.7 million at June 30, 2025.
• Excluding the warrant liability, the Company’s underlying net assets position at December 31, 2025 was positive A$21.5 million.
• The warrant liability decreases when warrants are exercised (converting the liability to equity and adding cash), or when the warrants expire or when the share price declines. Subsequent to December 31, 2025, approximately 2.9 million warrants were exercised for gross proceeds of A$3.6 million, further strengthening the Company’s cash position and reducing the warrant liability by a corresponding amount.

Management views the warrant liability as a technical accounting matter that does not reflect the Company’s operational performance or strategic progress. The Company’s market capitalization at December 31, 2025 was approximately USD$200 million.

Non-IFRS Measures
A Non-IFRS measure that the Company refers to in its MD&A is EBITDA, which is revenue before finance costs, tax, depreciation and amortization, and after adjusting for certain non-cash items and other earnings adjustment items. The Company believes that EBITDA provides useful information to assess the operational performance of the business, however, Non-IFRS measures do not have a standardized meaning under IFRS, have not been subject to audit, and should not be considered as an indication of or alternative to an IFRS measure of financial performance.

The following table provides the reconciliation of the underlying loss for the period and adjusted basic diluted loss per share, as adjusted and calculated by the Company. This reconciliation adjusts for the non-cash change in fair value of warrants which is included in the Company’s Unaudited Condensed Consolidated Interim Statement of Profit or Loss and Other Comprehensive Income.

Table 2: Calculation of the unaudited adjusted loss for the period and adjusted basic and diluted loss per share, as adjusted and calculated by the Company.

(1) Due to the loss recognized for the years, all outstanding stock options, warrants, broker warrants, restricted share units and performance share units were excluded from the calculation of diluted loss per share due to their anti-dilutive effect.

(2)Calculated using loss for the period over the weighted average number of ordinary shares as per IFRS.

(3) Calculated using adjusted loss for the period over the weighted average number of ordinary shares (non-IFRS measure).

About GMG:

GMG is an Australian based clean-technology company which develops, makes and sells energy saving and energy storage solutions, enabled by graphene manufactured via in house production process. GMG uses its own proprietary production process to decompose natural gas (i.e. methane) into its natural elements, carbon (as graphene), hydrogen and some residual hydrocarbon gases. This process produces high quality, low cost, scalable, ‘tuneable’ and low/no contaminant graphene suitable for use in clean-technology and other applications.

The Company’s present focus is to de-risk and develop commercial scale-up capabilities, and secure market applications. In the energy savings segment, GMG has initially focused on graphene enhanced heating, ventilation and air conditioning (“HVAC-R”) coating (or energy-saving coating) which is now being marketed into other applications including electronic heat sinks, industrial process plants and data centres. Another product GMG has developed is the graphene lubricant additive focused on saving liquid fuels initially for diesel engines.

In the energy storage segment, GMG and the University of Queensland are working collaboratively with financial support from the Australian Government to progress R&D and commercialization of graphene aluminium-ion batteries (“G+AI Batteries”). GMG has also developed a graphene additive slurry that is aimed at improving the performance of lithium-ion batteries.

GMG’s 4 critical business objectives are:

  1. Produce Graphene and improve/scale cell production processes
  2. Build Revenue from Energy Savings Products
  3. Develop Next-Generation Battery
  4. Develop Supply Chain, Partners & Project Execution Capability

For further information please contact:
• Craig Nicol, Chief Executive Officer & Managing Director of the Company at [email protected], +61 415 445 223
• Leo Karabelas at Focus Communications Investor Relations, [email protected], +1 647 689 6041

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accept responsibility for the adequacy or accuracy of this news release.

Cautionary Note Regarding Forward-Looking Statements

This news release includes certain statements and information that may constitute forward looking information within the meaning of applicable Canadian securities laws. Forward looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward looking statements and information can be identified by the use of forward looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases, or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. These statements, referred to herein as “forward looking statements”, are not historical facts, are made as of the date of this news release and include, without limitation, statements regarding, expected capital requirements to complete the Gen 2.0 Plant, expected graphene production capacity of the Gen 2.0 Plant and the timing of its construction and commissioning, the extent to which the plant will be largely self powered from standalone energy generation, the implications of the Gen 2.0 Plant on future expansion plans, the Company’s assessment of the warrant liability as a technical accounting matter and management’s view that this liability does not reflect operational performance, expectations regarding future warrant exercises, management’s belief that EBITDA is a useful measure of operational performance, the Company’s four critical business objectives.

Such forward looking statements are based on a number of assumptions of management, including, without limitation, assumptions that the Company’s operational and strategic progress will continue, that the Gen 2.0 Plant will be constructed, commissioned and ramped up broadly on time and on budget, that the technology deployed at the Gen 2.0 Plant will perform as expected, that sufficient customer demand will develop for products produced at the Gen 2.0 Plant, that the warrant liability will decrease as warrants are exercised or expire, that the Company’s cash position and business fundamentals remain strong, that future financial performance will improve, and that the accounting treatment of warrants under IFRS will remain unchanged.

Additionally, forward looking information involves a variety of known and unknown risks, uncertainties and other factors which may cause the actual plans, intentions, activities, results, performance or achievements of GMG to be materially different from any future plans, intentions, activities, results, performance or achievements expressed or implied by such forward looking statements. Such risks include, without limitation, fluctuations in the Company’s share price that may increase the warrant liability, failure to complete or commission the Gen 2.0 Plant as currently planned, construction, cost overrun, technology and ramp up risks associated with the Gen 2.0 Plant, failure to achieve operational milestones, inability to commercialize products, changes in accounting standards, adverse market conditions, foreign exchange volatility, and the risk factors set out under the heading “Risk Factors” in the Company’s annual information form dated November 4, 2025 available for review on the Company’s profile at www.sedarplus.ca.

Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws.