E-Tech Kalapuse Mining (Pty) Ltd. entered into a definitive share exchange agreement to acquire Battery Road Capital Corp. (TSXV:BTRY.P) for CAD 2.8 million in a reverse merger transaction on October 10, 2020. Under the terms of agreement, Battery Road proposes to acquire all of the issued and outstanding E-Tech Shares and in exchange for each share will issue 55,555.6 common shares of the resulting issuer. Existing shareholders of E-Tech are expected to receive 11,111,111 common shares of the resulting issuer. Pursuant to the transaction, the holders of the E-Tech shares will become shareholders of the resulting issuer.

It is expected that E-Tech Vendor, E-Tech Metals Ltd. will hold approximately 26% of the outstanding common shares of the resulting issuer and will become a new insider. Pursuant to the terms of agreement, E-Tech intends to complete private placement for aggregate gross proceeds of up to CAD 2 million. Numus Financial will advance funds in the aggregate amount of up to CAD 0.5 million to E-Tech Namibia or E-Tech UK on terms as approved by Battery Road and E-Tech. The resulting issuer will continue the business of E-Tech. Trading in the common shares of Battery Road are presently suspended and will remain so until the transaction is completed and approved by the TSXV. Upon close of the transaction, Battery Road Capital will change its name to 'E-Tech Resources Inc.'

Pursuant to the terms of agreement, the board of directors of the resulting issuer upon completion of the transaction shall consist of five directors, with three nominated by management of Battery Road and two nominated by the Vendors of E-Tech until changed in accordance with corporate legislation. All directors must be mutually approved by both Battery Road and the Vendors of E-Tech and acceptable to the TSXV. In addition, the Chief Executive Officer, Chief Financial Officer and lead exploration officer of Battery Road and E-Tech upon completion of the transaction shall be as mutually agreed among management of Battery Road and the Vendors. The management of resulting issuer will be as follows, Elbert Loois as Chief Executive Officer, Rob Randall as Chief Financial Officer and Secretary, John Philpott, Chris Drysdale, Daniel Whittaker, Ken Marshall and Edward Loye as Directors.

The transaction is subject to a number of conditions, including but not limited to the parties receiving all requisite regulatory approval, including the approval of the TSXV, and any third party approvals and authorizations, each of the parties required by the TSXV entering into an escrow agreement upon the terms and conditions imposed pursuant to the policies of the TSXV, completion of the Concurrent Private Placement through Numus Capital Corp., the resulting issuer meeting the applicable Initial Listing Requirements of the TSXV as a Mining Issuer (pursuant to Policy 2.1 – Initial Listing Requirements of the TSXV), including, without limitation, execution of support agreement, the public float requirements and completion of confirmatory due diligence by Battery Road. The transaction is subject to TSX Venture Exchange's approval to list the Exchanged shares to be issued in connection with the transaction. The Qualifying Transaction is subject to the approval of the disinterested shareholders of Battery Road Capita. As of September 16, 2021, the Corporation has received conditional approval of the Qualifying Transaction from the TSXV. Annual general and special shareholder's meeting of Battery Road Capita is anticipated to be held on October 14, 2021 to approve, among other items, the Qualifying Transaction. Battery Road Capita shareholder approved the transaction on October 14, 2021. The transaction is expected to close on June 30, 2021. As of September 16, 2021, the transaction is expected to close on October 29, 2021. As of October 14, 2021, the transaction is expected to close on October 15, 2021.

E-Tech Kalapuse Mining (Pty) Ltd. completed the acquisition of Battery Road Capital Corp. (TSXV:BTRY.P) in a reverse merger transaction on October 15, 2021. As of October 15, 2021, all conditions were met and the Transaction, including the debenture conversion, was completed. It is anticipated that the Resulting Issuer Shares will commence trading on the Exchange under the ticker symbol ""REE" for its common stock on October 21, 2021.