Boron One Announces Proposed Private Placement

May 15, 2023

Boron One Holdings Inc. (“Boron One”) [TSXV: BONE] announces that, subject to the approval of the TSX Venture Exchange (the “TSXV”), it intends to complete a non-brokered private placement offering of up to 7,142,857 units (“Units”) at a price of $0.07 per Unit for gross proceeds of up to $500,000 (the “Private Placement”). Each Unit is comprised of one Common Share and one Warrant which will be exercisable into one (1) Common Share of the Corporation (each a “Warrant Share”). Each Warrant will have a term of two (2) years and will entitle the holder to purchase one (1) Warrant Share at a price of $0.15 per share following the closing date.

The Warrants also have an acceleration clause whereby if the Common Shares trade on the TSXV at a price equal or greater than the designated trigger price of $0.25 for more than ten (10) consecutive trading days, Boron One shall have the right to give written notice to the holder requiring the holder to exercise the Warrant, in whole or in part, within a period of thirty (30) days from the date of receipt of notice from Boron One.

The Common Shares and Warrants comprising the Units will be subject to a four-month and one day hold period in accordance with the policies of the TSXV and applicable securities legislation.

The net proceeds from this financing will be used to fund further development of its wholly owned Piskanja boron project in Serbia, and for working capital purposes.

This offering will be carried on a private placement basis pursuant to prospectus exemptions of applicable securities laws and is subject to final acceptance by the TSX Venture Exchange.

On behalf of the Board of Directors,
Blake Fallis, General Manager

About Boron One
Boron One Holdings Inc. is an international mineral exploration and development company with boron assets in Serbia. Headquartered in Victoria, B.C., Canada, Boron One's shares are traded on the TSX Venture Exchange under the symbol "BONE". For detailed information please see the Boron One website at www.boronone.com or the Company filed documents at www.sedar.com.

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

Forward Looking Statements
This release contains forward looking statements. The words "believe," "expect," “feel,” "plan," "anticipate," “project,” “could,” “should” and other similar expressions generally identify forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements. These forward-looking statements are subject to a number of risks and uncertainties including, without limitation, variations in estimated costs, the failure to discover or recover economic grades of minerals, and the inability to raise the funds necessary, changes in external market factors including commodity prices, and other risks and uncertainties. Actual results could differ materially from the results referred to in the forward-looking statements. This list is not exhaustive of the factors that may affect any of the Company's forward-looking information. These and other factors made in public disclosures and filings by the Company should be considered carefully and readers should not place undue reliance on the Company's forward-looking information. The Company does not undertake to update any forward-looking statement that may be made from time to time by the Company or on its behalf, except in accordance with applicable securities laws.

Mineral resources are not mineral reserves and do not have demonstrated economic viability. "Inferred Resources" have a great amount of uncertainty as to their existence, and economic and legal feasibility. Investors are cautioned not to assume that all or any part of an inferred mineral resource reported in this news release will ever be upgraded to a higher category or to reserves. U.S. persons are advised that while mineral resources are recognized under Canadian regulations, the U.S. Securities and Exchange Commission does not recognize them. U.S. persons are also cautioned not to assume that all or any part of an inferred mineral resource is economically or legally mineable.