File: '\\swfile\EmailIn\20240222 121358 Attachment Press Release - Groia (Cleghorn February 2024 PP EWR NR).docx'

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ZHR\12588-3\Press Release - Groia (Cleghorn May2023 PP EWR NR).docx

PRESS RELEASE

This press release is issued pursuant to National Instrument 62-104 - Take-Over Bids and Issuer Bids and National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.

Val-d'Or, Quebec - February 22, 2024 - Joseph Groia of 365 Bay Street, Suite 1100, Toronto, Ontario M5H 2V1, reports that he has acquired indirect ownership of 1,400,000 units (the "Units") of Cleghorn Minerals Ltd. (the "Issuer"), having a head office at 152 chemin de la Mine Ecole, Val-d'Or, Quebec J9P 7B6, under a private placement offering by the Issuer (the "Offering") sold at a per Unit price of $0.05 per Unit, each Unit comprised of one common share in the capital of the Issuer and one non-transferable share purchase warrant, each warrant entitling the purchase of one common share in the capital of the Issuer at a per share price of $0.07 until February 22, 2027. The securities were issued by the Issuer from its treasury for total cash consideration of $70,000. As a result of the issuance to Mr. Groia by the Issuer of the Units under the Offering, Mr. Groia's ownership percentage of common shares of the Issuer increased by approximately 2.69% and Mr. Groia's securityholding percentage on a post-conversion beneficial ownership basis increased by approximately 5.2%.

Immediately before the transaction that triggered the requirement to issue this release, Mr. Groia owned, directly and indirectly, an aggregate 4,952,866 common shares of the Issuer representing approximately 15.72% of the Issuer's then issued and outstanding common shares and owned options entitling the purchase of an aggregate 650,000 common shares of the Issuer and warrants entitling the purchase of an aggregate 817,666 common shares of the Issuer, or, assuming exercise of the options and warrants, a total of 6,420,732 common shares or approximately 19.47% of the Issuer's common shares on a post-conversion beneficial ownership basis.

Immediately after the transaction that triggered the requirement to issue this release, Mr. Groia owns, directly and indirectly, an aggregate 6,352,866 common shares of the Issuer representing approximately 18.41% of the Issuer's now issued and outstanding common shares and owns options entitling the purchase of an aggregate 650,000 common shares of the Issuer and warrants entitling the purchase of an aggregate 2,217,866 common shares of the Issuer, or, assuming exercise of the options and warrants, a total of 9,220,732 common shares or approximately 24.67% of the Issuer's common shares on a post-conversion beneficial ownership basis.

The securities were acquired for investment purposes by Mr. Groia and he will evaluate his investment in the Issuer and will increase or decrease his investment by future acquisitions or dispositions of securities of the Issuer at his discretion, as circumstances warrant. As of the date hereof, Mr. Groia has no immediate future intention to acquire additional securities of the Issuer, or dispose of securities of the Issuer that he owns. Mr. Groia may, in the future, exercise options and warrants that he owns and, thus, acquire further common shares in the capital of the Issuer.

A report respecting this acquisition will be electronically filed with regulators in Alberta, British Columbia, Ontario and Quebec and will be available for viewing through the Internet at the Canadian System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com. To obtain a copy of the report, contact Mr. Groia at (416) 203-2115.

(signed) "Joseph Groia"

Joseph Groia

File: Attachment Press Release - Groia (Cleghorn February 2024 PP EWR NR) - SIGNATURE CONFORMED.pdf

PRESS RELEASE

This press release is issued pursuant to National Instrument 62-104 Take-Over Bids and Issuer Bids and National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.

Val-d'Or, Quebec February 22, 2024 Joseph Groia of 365 Bay Street, Suite 1100, Toronto, Ontario M5H 2V1, reports that he has acquired indirect ownership of 1,400,000 units (the "Units") of Cleghorn Minerals Ltd. (the "Issuer"), having a head office at 152 chemin de la Mine Ecole, Val-d'Or, Quebec J9P 7B6, under a private placement offering by the Issuer (the "Offering") sold at a per Unit price of $0.05 per Unit, each Unit comprised of one common share in the capital of the Issuer and one non- transferable share purchase warrant, each warrant entitling the purchase of one common share in the capital of the Issuer at a per share price of $0.07 until February 22, 2027. The securities were issued by the Issuer from its treasury for total cash consideration of $70,000. As a result of the issuance to Mr. Groia by the Issuer of the Units under the Offering, Mr. Groia's ownership percentage of common shares of the Issuer increased by approximately 2.69% and Mr. Groia's securityholding percentage on a post- conversion beneficial ownership basis increased by approximately 5.2%.

Immediately before the transaction that triggered the requirement to issue this release, Mr. Groia owned, directly and indirectly, an aggregate 4,952,866 common shares of the Issuer representing approximately 15.72% of the Issuer's then issued and outstanding common shares and owned options entitling the purchase of an aggregate 650,000 common shares of the Issuer and warrants entitling the purchase of an aggregate 817,666 common shares of the Issuer, or, assuming exercise of the options and warrants, a total of 6,420,732 common shares or approximately 19.47% of the Issuer's common shares on a post- conversion beneficial ownership basis.

Immediately after the transaction that triggered the requirement to issue this release, Mr. Groia owns, directly and indirectly, an aggregate 6,352,866 common shares of the Issuer representing approximately 18.41% of the Issuer's now issued and outstanding common shares and owns options entitling the purchase of an aggregate 650,000 common shares of the Issuer and warrants entitling the purchase of an aggregate 2,217,866 common shares of the Issuer, or, assuming exercise of the options and warrants, a total of 9,220,732 common shares or approximately 24.67% of the Issuer's common shares on a post- conversion beneficial ownership basis.

The securities were acquired for investment purposes by Mr. Groia and he will evaluate his investment in the Issuer and will increase or decrease his investment by future acquisitions or dispositions of securities of the Issuer at his discretion, as circumstances warrant. As of the date hereof, Mr. Groia has no immediate future intention to acquire additional securities of the Issuer, or dispose of securities of the Issuer that he owns. Mr. Groia may, in the future, exercise options and warrants that he owns and, thus, acquire further common shares in the capital of the Issuer.

A report respecting this acquisition will be electronically filed with regulators in Alberta, British Columbia, Ontario and Quebec and will be available for viewing through the Internet at the Canadian System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com. To obtain a copy of the report, contact Mr. Groia at (416) 203-2115.

(signed) "Joseph Groia" Joseph Groia