Mr. Sam Wong reports

CROSS RIVER OBTAINS CONDITIONAL APPROVAL FOR BUSINESS COMBINATION WITH SCOTIA LITHIUM AND ANNOUNCES CONCURRENT FINANCING TERMS

The Canadian Securities Exchange has conditionally approved Cross River Ventures Corp.'s previously announced proposed business combination with Scotia Lithium Corp. The transaction remains subject to the final approval of the exchange and the satisfaction or waiver of customary closing conditions. In connection with the transaction, the company will change its name to Scotia Metals Corp. and, following the transaction, is expected to trade on the exchange under the symbol SMET. For further information in respect of the transaction and Scotia Lithium, please see the company's news release of Jan. 30, 2026.

In connection with the transaction, the company will complete a non-brokered private placement for gross proceeds of up to $5.8-million, consisting of: (i) up to 4,615,384 common shares of the company, each issued as a flow-through (FT) share within the meaning of the Income Tax Act (Canada), at a price of 32.5 cents per FT share for gross proceeds of up to $1.5-million; and (ii) up to 17.2 million non-flow-through (NFT) common shares of the company at a price of 25 cents per NFT share for gross proceeds of up to $4.3-million.

The gross proceeds of the concurrent financing will be used to finance: (i) expenses of the transaction and the concurrent financing; (ii) exploration at the L3 lithium project in Nova Scotia; and (iii) general working capital purposes following completion of the transaction. The gross proceeds of the sale of FT shares will be used to incur eligible Canadian exploration expenses that qualify as flow-through critical mineral mining expenditures as such terms are defined in the tax act. The company will renounce such expenditures with an effective date of no later that Dec. 31, 2026, in an amount of not less than the total amount of the gross proceeds raised from the issuance of FT shares and incur such expenses by Dec. 31, 2027.

All securities issued in the concurrent financing will be subject to a hold period expiring four months and one day from the closing date of the concurrent financing in accordance with applicable securities laws and exchange policies. Closing of the transaction and concurrent financing is expected to occur on or about July 27, 2026.

We seek Safe Harbor.