Ceylon Graphite Announces Proposed Private Placement of Units and Proposed Amendment of Convertible Debentures

19th September 2019

September 19, 2019, Vancouver – Ceylon Graphite Corp. (“Ceylon Graphite” or the “Company”) (TSX-V: CYL) (OTC: CYLYF) (FSE: CCY) announces its intention to complete a non-brokered private placement of units and to amend the terms of convertible debentures issued by Ceylon Graphite on May 23, 2018.

Proposed Private Placement of Units

The Company proposes to complete a non-brokered private placement of units (“Units”) at a price of $0.08 per Unit for gross proceed of up to $1,250,000. Each Unit will be comprised of one common share in the capital of Ceylon Graphite (a “Unit Share”) and one whole warrant (“Warrant”), with each Warrant entitling the holder thereof to acquire one common share in the capital of Ceylon Graphite (“Warrant Share”) at a price of $0.15 per share for a period of two years from the date of issuance (collectively, the “Offering”). Closing of the Offering is subject to the approval of the TSX Venture Exchange and is anticipated to occur on or before September 30, 2019, or such other date as the Company may determine.

Amendment of Convertible Debentures

The Company also announces its intention to amend the terms of certain convertible debentures (“Convertible Debentures”) that were issued by the Company on May 23, 2018. The Convertible Debentures currently entitle the holders thereof to convert the principal balance thereof into common shares of Ceylon Graphite at a price of $0.25 per share. The Company intends to amend the conversion price of the Convertible Debentures to $0.15 per share. The amendment of the terms of the Convertible Debentures is subject to the approval of the TSX Venture Exchange.

About Ceylon Graphite Corp.

Ceylon Graphite, is a public company listed on the TSX Venture Exchange (CYL:TSX-V), that is in the business of mining for graphite, plus the exploration for and development of graphite mines in Sri Lanka. The Government of Sri Lanka has granted the Company an IML Category A license for it’s K1 site and exploration rights in a land package of over 120km². These exploration grids (each one square kilometer in area) cover areas of historic graphite production from the early twentieth century and represent a majority of the known graphite occurrences in Sri Lanka. Graphite mined in Sri Lanka is known to be some of the purest in the world, and currently accounts for less than 1% of the world graphite production.

Forward-Looking Information

This press release contains forward-looking information based on current expectations. Statements about the acquisition or disposition of securities of the Company by the Acquiror, among other things, are all forward-looking information. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Such information can generally be identified by the use of forwarding looking wording such as “may”, “expect”, “estimate”, “anticipate”, “intend”, “believe” and “continue” or the negative thereof or similar variations. Readers are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, estimates, forecasts, projections and other forward looking statements will not occur. These assumptions, risks and uncertainties include, among other things, the state of the economy in general and capital markets in particular, and other factors, many of which are beyond the control of the Company. Risk factors that could cause actual results or outcomes to differ materially from the results expressed or implied by forward-looking information include, among other things: changes in laws, general economic and business conditions; and changes in the regulatory regime. The final exchange bulletin will not be issued if the Exchange determines that the Company has not met the conditions set out in the Exchange’s conditional approval letter. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements.

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

For further information or for a copy of the early warning report filed with the relevant Canadian Securities regulators in conjunction with this news release please contact Optimal Energy B.V., Attention: Jody Lenihan at 949.677.2299.

These forward-looking statements are made as of the date hereof and, except as required under applicable securities legislation, the Company does not assume any obligation to update or revise them to reflect new events or circumstances. All of the forward-looking statements made in this press release are qualified by these cautionary statements and by those made in our filings with SEDAR in Canada (available at www.sedar.com).

Further information regarding the Company is available at www.ceylongraphite.com

Bharat Parashar, Chairman & Chief Executive Officer

info@ceylongraphite.com

Corporate Communications

(604) 559-8051