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Electra Battery Materials Regulatory Filings 2021

Nov 30, 2021

47046_rns_2021-11-30_fb250686-dbb0-434e-8a3e-8b2446f81ca4.pdf

Regulatory Filings

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Alberta Securities Commission British Columbia Securities Commission The Manitoba Securities Commission Financial and Consumer Services Commission, New Brunswick Office of the Superintendent of Securities, Service Newfoundland & Labrador Office of the Superintendent of Securities, Northwest Territories Nova Scotia Securities Commission Office of the Superintendent of Securities, Nunavut Ontario Securities Commission The Office of the Superintendent of Securities, Prince Edward Island Autorité des marchés financiers Financial and Consumer Affairs Authority of Saskatchewan Office of the Yukon Superintendent of Securities

To whom it may concern:

Re: First Cobalt Corp. (the “Entity”)

We refer to the short form base shelf prospectus of the above Entity dated November 26, 2020, as amended pursuant to amendment no. 1 dated November 30, 2021, relating to the offering for sale of common shares, warrants, subscription receipts and units with a total offering price of up to $70,000,000 (the “short form prospectus”).

We, MNP LLP, consent to being named and to the use, through incorporation by reference in the abovementioned short form prospectus, of our report dated November 20, 2020 to the shareholders of the Entity on the following financial statements:

  • Amended and restated consolidated statements of financial position as at December 31, 2019 and December 31, 2018;

  • Amended and restated consolidated statements of loss and other comprehensive loss, changes in shareholders’ equity and cash flows for the years then ended; and

  • Notes to the amended and restated consolidated financial statements, including a summary of significant accounting policies.

We report that we have read the short form prospectus and all information specifically incorporated by reference therein and have no reason to believe that there are any misrepresentations in the information contained therein that are derived from the consolidated financial statements upon which we have reported or that are within our knowledge as a result of our audit of such consolidated financial statements. We have complied with Canadian generally accepted standards for an auditor’s consent to the use of a report of the auditor included in an offering document, which does not constitute an audit or review of the prospectus as these terms are described in the CPA Canada Handbook – Assurance.

Chartered Professional Accountants November 30, 2021 Vancouver, Canada

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