Mr. Dale Ginn reports

LION ROCK ACQUIRES HIGH-GRADE GOLD-LITHIUM VOLNEY PROJECT IN SOUTH DAKOTA

Lion Rock Resources Inc. has entered into an option agreement dated Oct. 7, 2024, with Tinton Partners and The Tinton Land LLC, pursuant to which the optionor has granted to the company the exclusive right and option to acquire an undivided 100-per-cent interest in the Volney property, a high-grade gold-lithium project, strategically located in the northern Black Hills of South Dakota. The Volney project comprises 38 private claims extending over 351 acres (142 hectares) and features two predominant styles of mineralization: shear-hosted gold and lithium-tantalum-tin within the pegmatites. The Volney project hosts the Giant Volney pegmatite (Li) and numerous historic workings, including the Rusty mine (Au), Rough and Ready (Sn), and the Hydliff adit (Au). Historic results include 18.2 grams per tonne (g/t) Au over 18.3 metres (m) in channel sampling at Rough and Ready, and 15 grab samples with an average grade of 4.4 per cent Li2O at the Giant Volney pegmatite.

Dale Ginn, president and chief executive officer of Lion Rock, stated: "The Volney project is unique in that it contains multiple commodities, including gold, lithium, tantalum and tin, all of which are of a high-grade nature and near surface. The gold system runs the full length of the property and contains numerous shallow trenches, pits and other workings, but is remarkably absent of any meaningful drilling or recent exploration work. The fact that the entire project lies on private land and is road accessible year-round decreases permitting time and allows for a timely and aggressive exploration program."

Acquisition highlights:

• The Volney project: The Volney project is 142 hectares in the Tinton district of the Black Hills. The Tinton district was the second-most productive alluvial goldfield in the Black Hills. Adjacent and parallel to the Giant Volney pegmatite is a 3.5-kilometre-long shear zone, host to multiple occurrences of gold mineralization and historical workings. Gold mineralization in at least three different settings includes sheared/altered amphibolite, broadly mineralized basalt and iron formation. Historical pegmatites on the Volney project comprise of seven discrete pegmatite bodies ranging from 10 to 23 metres wide, converging to the south to form a more-than-120-metre-wide lithium-rich pegmatite, the Giant Volney, over a known strike length of 635 metres at surface.
• Historical high-grade gold mineralization: The Volney project contains an extensive shear-hosted gold system, bordering the western extents of the Giant Volney. The shear zone is within an amphibolite schist derived from an archean basalt, measuring 73 metres wide and tested over a strike length of 3.5 kilometres. Historical workings at the Rusty mine had reported intersections of five g/t to 15 g/t Au over 15 to 45 metres in the main altered amphibolite zone. Petrography of the core from Homestake Mining reveals the dominant sulphide minerals as pyrite, arsenopyrite and pyrrhotite. Arsenopyrite is concentrated along the margins of the quartz veins, which contains abundant magnetite inclusions, making it highly magnetic. The mineralized quartz veins were observed to have native gold grains as fracture filling and between the arsenopyrite grains.
• Drilling: In 1975, Homestake Mining Company drilled at the historical Rusty shaft, intercepting gold mineralization in eight shallow holes. HMC-3 highlights 36.6 metres at 1.52 g/t Au, including four higher-grade sections starting at surface to the end of the hole. All holes were no deeper than 50 metres below surface.
• Historical high-grade LCT (lithium-cesium-tantalum) pegmatite at Giant Volney:
  • Fifteen grab samples collected by Nellis (1973) from the exposed quartz-spodumene orebody at the extreme southern end of the Giant Volney averaged a grade of 4.4 per cent Li2O.
  • Thirty-one mini-bulk sample sites ranging from 45 to 900 kilograms averaged a grade of 2.4 per cent Li2O.
  • Only two holes tested the downdip extent of mineralization. None of the known pegmatites have been drilled below a depth of 30 metres.
  • Drill hole DDH VN-25 (1967) graded 19.56 m at 2.01 weight per cent Li2O beginning at a depth of 6.73 metres, including two higher-grade intervals separated by a barren pegmatite screen of 8.83 metrs at 2.30 weight per cent Li2O and 5.66 m at 2.83 weight per cent Li2O.

Volney project history

Gold was discovered and mined in alluvial drainage below the Volney project in the late 1800s. The Rusty mine, Hydliff and Giant development and workings followed. The Rough and Ready mine was primarily a tin producer, however, extensive drifting and development for gold was undertaken in the adjacent sheared amphibolite unit. The Giant Volney mine consists of both surface and underground workings with high-grade concentrates of lithium and tantalum produced in the 1940s. Limited and sporadic exploration for gold and lithium occurred in the 1960s and 1970s, and no significant exploration has taken place since.

Surface rock samples, by their nature, are selective and may not represent the true nature of the mineral content.

A qualified person from the company has not verified the above-referenced results. All results have been sourced from the referenced historical documentation.

The transaction

Pursuant to the terms of the option agreement, in order to exercise the option and acquire the Volney project, the company must:

1. Issue the following common shares of the company to the optionor:
   1. Within five business days of the date the company receives final TSX Venture Exchange acceptance, such number of common shares as is equal to 9.9 per cent of the company's issued and outstanding common shares following such issuance on an undiluted basis;
   2. Within 10 business days from the first anniversary of the exchange approval date, such number of common shares as is equal to the greater of: (i) the number of common shares as is required to maintain the optionor's shareholding in the Company at an amount equal to 9.9 per cent of the company's issued and outstanding common shares following such issuance on an undiluted basis; and (ii) common shares having an aggregate value of $500,000 (U.S.);
   3. Within 10 business days from the second anniversary of the exchange approval date, such number of common shares as is equal to the greater of: (i) the number of common shares as is required to maintain optionor's shareholding in the company at an amount equal to 9.9 per cent of the company's issued and outstanding common shares following such issuance on an undiluted basis; and (ii) common shares having an aggregate value of $750,000 (U.S.);
2. Make the following cash payments to the optionor:
   1. $400,000 (U.S.) on or before the date that is six months from the exchange approval date;
   2. $1.05-million (U.S.) on or before the date that is 18 months from the exchange approval date;
   3. $1.95-million (U.S.) on or before the date that is 30 months from the exchange approval date;
3. Incur the following exploration expenditures:
   1. $1-million (U.S.) on or before the first anniversary of the exchange approval date;
   2. $1.5-million (U.S.) on or before the second anniversary of the exchange approval date.

The optionor retains: (a) a net smelter return royalty of 2 per cent on all gold mined from the property, subject to a buyback option for 1 per cent of the NSR royalty (effectively reducing the NSR royalty to 1 per cent) for $1-million (U.S.), exercisable by the company for a period of five years from the commencement of commercial production; and (b) a gross proceeds royalty of 2 per cent on all other minerals (the GP poyalty), subject to a buyback option for 1 per cent of the GP royalty (effectively reducing the GP royalty to 1 per cent) for $1-million, exercisable by the company for a period of five years from the commencement of commercial production.

The transaction is subject to the final acceptance of the TSX Venture Exchange.

About the Volney lithium project

The Volney project comprises 38 private land claims totalling 142 hectares in the Black Hills. The property is located 20 kilometres south of Spearfish in South Dakota and approximately 15 kilometres west of Leads. Pegmatites are within a Neoarchean greenstone belt, featuring the Giant Volney pegmatite, historically mined for tin. The property is accessible by road and strategically located with proximity to infrastructure and major mining jurisdiction.

The technical content of this news release has been reviewed and approved by Carl Ginn, PGeo, consultant to the company and a qualified person pursuant to National Instrument 43-101. The qualified person has not completed sufficient work to verify the historical information on the Volney project disclosed herein, including the sampling, analytical and test data underlying the information or opinions contained in the written disclosure.

About Lion Rock Resources Inc.

Lion Rock Resources is a brownfields exploration company focused on the Maybrun copper-gold project in Northwestern Ontario, approximately 80 kilometres from New Gold's Rainy River gold mine and 15 kilometres from First Mining Gold's Cameron Lake project. The company also holds properties prospective for lithium in Ontario and Quebec.

We seek Safe Harbor.