Mr. Chris Hobbs reports

SMOOTH ROCK ANNOUNCES DEBT SETTLEMENT TRANSACTIONS

Smooth Rock Ventures Corp. has entered into debt settlement agreements with certain creditors to settle an aggregate of $907,040 in outstanding debt relating to management fees, contractor fees and certain other outstanding obligations. The debt settlement transactions include the settlement of $400,000 in debt through the issuance of 3,809,524 common shares of Smooth Rock at a deemed price of 10.5 cents per common share and the cancellation of $507,040 of remaining debt owed to the creditors. The board of directors of Smooth Rock has determined the share-for-debt transactions are in the best interests of Smooth Rock.

Closing of the share-for-debt transactions is subject to customary closing conditions, including the approval of the TSX Venture Exchange. The common shares to be issued pursuant to the share-for-debt transactions will be subject to a hold period of four months following the date of issuance, in accordance with applicable securities laws and TSX-V policies.

Multilateral Instrument 61-101 disclosure

The participation of certain insiders, being related parties of Smooth Rock, means that the share-for-debt transactions are considered to be related party transactions of Smooth Rock for purposes of MI 61-101, Protection of Minority Security Holders in Special Transactions.

Smooth Rock may, however, complete the share-for-debt transactions in reliance on exemptions available under MI 61-101 from the formal valuation and minority approval requirements of MI 61-101. Specifically, the share-for-debt transactions are exempt from the formal valuation requirement in Section 5.4 of MI 61-101 in reliance on Section 5.5(b) of MI 61-101 as Smooth Rock is not listed on a specified market within the meaning of MI 61-101. Additionally, the share-for-debt transactions are exempt from the minority approval requirement in Section 5.6 of MI 61-101 in reliance on Section 5.7(1)(a) of MI 61-101 insofar as neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the share-for-debt transactions, insofar as it involves interested parties, exceeds 25 per cent of Smooth Rock's market capitalization.

About Smooth Rock Ventures Corp.

Smooth Rock Ventures is a United States-based exploration-stage company engaged in the acquisition and exploration of mineral properties, primarily in the prolific Walker Lane mineral belt located in Nevada. The company owns a 100-per-cent undivided interest in the Palmetto gold project, which consists of 116 unpatented mining claims totalling 2,217 acres located in Esmeralda county in Nevada. The project hosts a National Instrument 43-101-compliant mineral resource estimation (WSP Canda Inc., McCraken, Oct. 15, 2020). Palmetto has seen significant exploration work completed to date by numerous companies, including Newmont Gold, Phelps Dodge Corp. and Romarco Minerals, and most recently by ML Gold Corp. The initial discovery hole in 1988, was drilled by Phelps Dodge and bonanza gold-silver veins were subsequently drilled by Romarco Minerals in 1997 to 2002.