Mr. Kal Malhi reports

COLOURED TIES PROVIDES CORPORATE AND SIB UPDATES

Further to Coloured Ties Capital Inc.'s news release on June 12, 2023, announcing the company's substantial issuer bid under which the company will offer to purchase for cancellation up to $9-million of its outstanding common shares, the offer is awaiting regulatory approvals and is expected to commence on or about July 24, 2023, and the expiry date of the offer is expected to be on or about Aug. 28, 2023.

The offer is being made by way of a modified Dutch auction, which will allow shareholders who choose to participate in the offer to individually select the price, with a range of not less than 92 cents per share and not more than $1 per share (in increments of one cent per share), at which they are willing to sell their shares. Upon expiry of the offer, the company will determine the lowest purchase price (which will not be more than $1 per share and not less than 92 cents per share) that will allow it to purchase the maximum number of shares tendered to the offer, and not withdrawn, having an aggregate purchase price not exceeding $9-million.

Shareholders who wish to participate in the offer will be able to do so through (i) auction tenders in which they specify the number of shares being tendered at a specific price per share, or (ii) purchase price tenders in which they agree to have a specified number of shares purchased at the purchase price to be determined pursuant to the auction and have their shares considered as having been tendered at the minimum price of 92 cents for the purposes of determining the purchase price. Shareholders who validly deposit shares without specifying the method in which they are tendering their shares will be deemed to have made a purchase price tender.

If the offer would result in an aggregate purchase price of more than $9-million, the company will purchase a pro-rated portion of the shares so tendered pursuant to auction tenders at or below the purchase price and purchase price tenders (after giving preferential treatment to odd lot holders).

The offer is optional for all shareholders, who are free to choose whether to participate, how many shares to tender and, in the case of auction tenders, at what price to tender within the specified range. Any shareholders who do not deposit their shares (or whose shares are not repurchased under the offer) will realize a proportionate increase in their equity interest in the company, to the extent that shares are purchased under the offer.

The offer will not be conditional upon any minimum number of shares being tendered. The offer will, however, be subject to other conditions and the company reserves the right, subject to applicable laws, to withdraw or amend the offer, if, at any time prior to the payment of deposited shares, certain events occur. Details of the offer, including the full terms and conditions of the offer and instructions for tending shares to the offer, will be included in the formal offer to purchase and issuer bid circular and other related documents, which are expected to be mailed to shareholders, filed with securities regulators and made available shortly on SEDAR.

Current portfolio

Coloured Ties currently holds $34,140,600 in net assets which consists of cash and investments in other entities based less debt on a close of June 30, 2023. Some significant holdings within the company's investment portfolio include:

• Ride Vision Ltd.: 6,527 preferred shares;
• Azimut Exploration Ltd.: 2,578,600 common shares;
• Hertz Lithium Corp.: 5,203,500 common shares;
• Patriot Battery Metals Inc.: 1,776,000 common shares;
• Power Metals Corp.: 3,106,500 common shares;
• Quebec Pegmatite Inc.: 10 million common shares.

Quebec Pegmatite share exchange agreement

On May 12, 2023, Coloured Ties Capital Inc. and First Responder Technologies Inc. announced that First Responder has entered into a share exchange agreement dated May 8, 2023, with Quebec Pegmatite Corp. (QPC), a subsidiary of Coloured Ties, in respect of a proposed business transaction. It is anticipated that the proposed transaction will constitute a fundamental change of First Responder in accordance with Policy 8 -- Fundamental Changes and Changes of Business of the Canadian Securities Exchange (the CSE).

This transaction is progressing and First Responder and Quebec Pegmatite are preparing filing documents for submission to the regulatory authorities and expect to complete the transaction during Q3 2023. The completion of the proposed transaction remains subject to a number of terms and conditions, among other standard conditions for a transaction of this nature, including, among other things: (i) QPC delivering a National Instrument 43-101 compliant technical report for the property that is acceptable to the CSE and First Responder; (ii) the delivery of audited, unaudited and pro forma financial statements of each party that are compliant with CSE policies; (iii) if required by the CSE, QPC delivering an independent valuation in form and content satisfactory to the CSE and First Responder; (iv) no material adverse changes occurring in respect of either First Responder or QPC; (v) the parties obtaining all necessary consents, orders, and regulatory and shareholder approvals, including the conditional approval of the CSE and the TSX Venture Exchange, subject only to customary conditions of closing; (vi) the name change and any other corporate changes requested by QPC, acting reasonably, shall have been implemented; and (vii) completion of the concurrent financing described below. There can be no assurance that all of the necessary regulatory and shareholder approvals will be obtained or that all conditions of closing will be met.

Upon completion of the proposed transaction, it is anticipated that the resulting issuer will be listed as a mining issuer on the CSE, with QPC as its primary operating subsidiary.

Concurrent financing

In connection with the proposed transaction, QPC is undertaking a non-brokered private placement of QPC shares at 25 cents per QPC share for gross proceeds of up to $1.25-million with qualified accredited investors.

About Coloured Ties Capital Inc.

Coloured Ties Capital is a TSX-V-listed issuer that invests in early-stage commercial ventures and provides investee companies with capital market access and advisory services. The company offers investors an opportunity to participate in early-stage opportunities that are often only offered to high-net-worth or institutional investors through investment in the company's common shares listed on the TSX Venture Exchange under the symbol V.TIE. Coloured Ties Capital is a 2022 TSX-V 50 company.