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Two Blokes Jul 29 -
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VANCOUVER, BRITISH COLUMBIA, JULY 29, 2025 – TheNewswire - GERMANIUM MINING CORP. (“GERMANIUM MINING” OR THE “COMPANY”) (CSE: GMC; OTCQB: EMSKF; FSE: 1I30) announces, further to its news release dated July 11, it has closed a non-brokered private placement consisting of 1,750,000 units (each a “ Unit ”) at a price of $0.10 per unit for gross proceeds of $175,000 (the “ Private Placement” ). Each unit consists 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 $0.12 per share for a period of 24 months from the date of issuance. The Company simultaneously closed a debt settlement, whereby the Company settled $424,753, in aggregate, in accounts payable through the issuance of 4,247,533common shares at $0.10 per. The Company relied 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 were allowed to 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.