Mr. Alex Wylie reports

VOLT LITHIUM ANNOUNCES FILING OF PROSPECTUS SUPPLEMENT IN RESPECT OF $6 MILLION MARKETED PUBLIC OFFERING OF UNITS AND ANNOUNCES $1.2 MILLION CONCURRENT PRIVATE PLACEMENT OF UNITS

Volt Lithium Corp. has filed its prospectus supplement dated July 27, 2023, to the company's short form base shelf prospectus dated July 20, 2023, with the securities commissions and other similar regulatory authorities in each of the provinces of Canada, other than Quebec, in respect of the best-effort marketed public offering of any combination of: (i) up to 11,666,666 flow-through units of the company at a price of 24 cents per flow-through unit; and (ii) up to 14,545,454 hard-dollar units of the company at a price of 22 cents per hard-dollar unit for aggregate gross proceeds to the company of up to $6-million announced on July 25, 2023. Canaccord Genuity Corp. is leading the offering on behalf of a syndicate of agents, including Paradigm Capital Inc. Closing of the offering is expected to take place on or about Aug. 4, 2023, or on such other date as may be mutually agreed upon by the company and the lead agent, on behalf of the agents, acting reasonably.

The offering

Each flow-through unit will consist of one common share in the capital of the company and one-half of one common share purchase warrant, which flow-through units will qualify as flow-through shares within the meaning of Subsection 66(15) of the Income Tax Act (Canada) (which shall include such amendments or specific proposals publicly announced by or on behalf of the Minister of Finance (including those contemplated in the federal budget released by the Minister of Finance on March 28, 2023), and each hard-dollar unit will consist of one common share and one-half of one warrant (the hard-dollar units will be issued without the benefit of any flow-through tax consequences). Each warrant will entitle the holder to purchase one common share at an exercise price of 33 cents for 24 months following the completion of the offering.

The company has also granted the agents an option, exercisable in whole or in part, to purchase up to an additional 4,090,909 hard-dollar units for a period of 30 days from and including the closing date of the offering to cover overallotments, if any, and for market stabilization purposes. If the overallotment option is exercised in full, the aggregate gross proceeds of the offering will be $6.9-million.

The units sold under the offering are offered by way of: the prospectus supplement; in the United States or to or for the account or benefit of U.S. persons as defined by Regulation S under the U.S. Securities Act of 1933, as amended, by way of private placement pursuant to exemptions from registration provided for under the U.S. Securities Act and the applicable securities laws of any state of the United States; and in jurisdictions outside of Canada and the United States as are agreed to by the company and Canaccord Genuity on behalf of the Agents.

The concurrent private placement

In addition to the offering, the company intends to issue to certain accredited investors, on a private placement basis, concurrent with the closing of the offering, of: (i) up to 5,070,218 hard-dollar units at the hard-dollar offering price; and (ii) up to 358,333 flow-through units at the flow-through offering price, for gross proceeds to the company of up to approximately $1.2-million. The agents will receive up to 3.0 per cent of the gross proceeds of the units sold to purchasers under the concurrent private placement and that number of broker warrants exercisable at any time, at a price of 22 cents per broker warrant, from the date of completion of the concurrent private placement, which is anticipated to be the closing date, to the date that is 24 months from such date, to acquire in aggregate that number of hard-dollar units which is equal to 3.0 per cent of the number of units sold to purchasers under the concurrent private placement. The aggregate gross proceeds from the offering (assuming full exercise of the overallotment option) and the concurrent private placement will be approximately $8.1-million.

The offering and the concurrent private placement

The gross proceeds of the sale of the flow-through units will be used to incur Canadian exploration expenses that will be flow-through critical mineral mining expenditures (as such terms are defined in the tax act) on the company's mineral properties. The net proceeds of the sale of the hard-dollar units will be used to finance the company's preliminary economic assessment for the Rainbow Lake project, for the company's continued exploration of its mineral properties and for general corporate purposes.

The offering and the concurrent private placement are expected to close on or about Aug. 4, 2023, and is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange.

In connection with the offering and the concurrent private placement, the company will pay to the agents and any other syndicate members a cash commission equal to 6.0 per cent of the gross proceeds from the offering and issue the number of broker warrants equal to 6.0 per cent of the number of units sold pursuant to the offering, subject to a reduction to 3.0-per-cent cash commission and 3.0 per cent broker warrants for up to $2-million of units sold to president list purchasers under the offering and in respect of all units sold under the concurrent private placement. Each broker warrant shall be exercisable for one hard-dollar unit at the offering price of the hard-dollar units for a period of 24 months following the completion of the offering.

Prospective investors under the offering should read the shelf, the prospectus supplement and the documents incorporated by reference therein before making an investment decision. Copies of the shelf and the prospectus supplement, following filing thereof, are, or will be, as applicable, available on the company's SEDAR profile.

About Volt Lithium Corp.

Volt is a lithium development and technology company aiming to be North America's first commercial producer of LHM (lithium hydroxide monohydrate) and lithium carbonates from oil field brine. The company's strategy is to generate value for shareholders by leveraging management's hydrocarbon experience and existing infrastructure to extract lithium deposits from existing wells, thereby reducing capital costs, lowering risks and supporting the world's clean energy transition. With four differentiating pillars, and a proprietary direct lithium extraction (DLE) technology, Volt's innovative approach to development is focused on allowing the highest lithium recoveries with lowest costs, positioning the company well for future commercialization. Volt is committed to operating efficiently and with transparency across all areas of the business staying sharply focused on creating long-term, sustainable shareholder value.

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