Mr. Scott Ackerman reports

ECC VENTURES 2 CORP. ENTERS LETTER OF INTENT WITH INFIELD MINERALS CORP. FOR QUALIFYING TRANSACTION

ECC Ventures 2 Corp. has entered into a non-binding letter of intent dated Nov. 9, 2020, outlining the general terms and conditions with respect to a proposed acquisition by ECC of all of the issued and outstanding share capital of Infield Minerals Corp.

The acquisition of Infield will constitute a reverse takeover and ECC's qualifying transaction under Policy 2.4 of the TSX Venture Exchange. Assuming completion of the acquisition, it is anticipated that ECC will graduate to Tier 2 of the exchange as a mining issuer.

Infield is a private company and was incorporated pursuant to the laws of British Columbia on March 25, 2019. Infield's sole director is Evandra Nakano of Vancouver, B.C., and its officers are Evandra Nakano, president and chief executive officer, and Richard Dufresne, vice-president of exploration, of Vancouver, B.C. Infield has a current working capital position of approximately $1,545,000, has 15,675,100 common shares issued and outstanding, and has no options, warrants or other classes of securities outstanding. Ms. Nakano controls 3,500,100 (22.3 per cent) of the issued and outstanding Infield shares. Infield's principal asset is the Mercury One property in the state of Nevada, United States. Infield also has an option on an additional silver-gold project in Nevada.

Mercury One property description

The property is located approximately 75 kilometres north of the city of Ely in White Pine county, Nevada. It consists of 250 contiguous unpatented lode mining claims for a total of 2,090 hectares. The project is road accessible with nearby infrastructure, including U.S. Highway 93 and 69-kilovolt transmission lines six kilometres west of the property.

The property was explored for silver in the 1870s, once the Pony Express trail was developed through the Shellbourne pass. Aside from the silver rush in the 1870s, there is little to no documented systematic exploration on the property until 1988. Between 1988 and 1991, Freeport Exploration Inc. and Coeur Explorations Inc. explored for shallow, Carlin-style disseminated gold deposits, and a combined 32 holes were drilled on the property.

In the last two decades, structurally hosted gold and silver deposits have been discovered in eastern Nevada, as is the case with the Long Canyon (Nevada Gold Mines) and Kinsley Mountain (New Placer Dome) deposits. These deposits show characteristics of Carlin style, through decarbonatization and extensive development of breccia bodies, and the subsequent continuum toward epithermal gold and silver deposition in silica veins along the same fluid conduits.

At the property, several structurally complex precious-metal-bearing prospects have been identified, with the property being cut by numerous large-scale normal faults that have northeast-southwest and northwest-southeast orientations. The north zone contains elevated concentrations of gold and silver in jasperoids that are spatially associated with complex faulting. Mapping and rock/soil sampling in 2018 and 2019 identified a 900-metre-long brecciated, silicified and iron-oxidized lithological contact zone, which led to the discovery of the North Star prospect. The south zone contains two prospects: the South Star prospect and the Barrett prospect. The South Star prospect is approximately 160 m long by 120 m wide and contains historical workings, including test pits, trenches and adits. The anomalous gold values are interpreted to be associated with a northeast-trending silicified fault structure, proximal to a massive limestone/silty bedded limestone contact. The Barrett prospect, which is interpreted to be associated with a northeast-southwest fault zone, is approximately 600 m to the northwest of the South Star prospect and was identified during a 2019 exploration program. The results of 1.4 m of chip sampling across the Barrett prospect main area returned a weighted average of 1.51 grams per tonne gold and 79 grams per tonne silver, including 5.13 g/t gold and 184 g/t silver over 0.2 m. The results of 1.5 m of continuous chip sampling across the Barrett prospect northeast area returned a weighted average of 2.69 g/t gold and 79 g/t silver, including 5.62 g/t gold and 177 g/t silver over 0.59 m.

On June 30, 2020, Infield entered into a property option agreement with Mercury Exploration Nevada Inc. (MExN) to acquire a 100-per-cent interest in the property. The option terms consist of a combination of cash and share payments, which escalate annually until completion at the three-year anniversary, for an aggregate payment of $207,500 (U.S.) and 345,000 common shares in the capital of Infield. As part of the option agreement, expenditures on the property of no less than $200,000 are to be made by Sept. 30, 2021.

Bandit property

On June 30, 2020, Infield entered into a property option agreement with MExN to acquire a 100-per-cent interest in 73 claims that comprise the Bandit property, subject to a 2-per-cent net smelter return royalty on 13 claims that falls under an option assignment agreement with Silver Range Resources Ltd. The option terms consist of a combination of cash and share payments, which escalate annually until completion at the three-year anniversary, for an aggregate payment of $217,500 (U.S.) (including $20,000 (U.S.) under the assignment agreement) and 345,000 common shares in the capital of Infield. As part of the option agreement, expenditures on the Bandit property of no less than $100,000 are to be made by Sept. 30, 2021. Additional consideration includes a one-time payment of $2 (U.S.) per gold equivalent ounce defined as a measured or indicated resource or a proven or probable reserve, as contained in a National Instrument 43-101-compliant technical report applicable to the 13 claims under the assignment agreement.

Further information on Infield, including current financial statements, and a geological report in accordance with NI 43-101 in respect of the property are currently being prepared for filing with the exchange and will be filed and posted on SEDAR when available.

Terms of the acquisition

Under the terms of the acquisition, ECC will complete a share consolidation on a 2.25-for-one basis, and shareholders of Infield will be issued postconsolidation common shares of ECC in exchange for Infield shares on a one-Infield-share-for-2.25-consideration-shares basis. This will result in the issuance of 35,268,975 consideration shares, based on the current capital structure of Infield. Certain of the consideration shares will be subject to escrow and resale restrictions, pursuant to the policies of the exchange.

Following the completion of the acquisition, it is anticipated that there will be 37,868,975 postconsolidated common shares issued and outstanding in the resulting issuer (defined herein) (excluding securities issued pursuant to the QT financing defined and described herein), of which shareholders of Infield will own 35,268,975 common shares (93.1 per cent) and shareholders of ECC will own 2.6 million common shares (6.9 per cent). Convertible securities currently outstanding in ECC will be subject to the consolidation, resulting in 111,111 stock options being exercisable at 22.5 cents until April 18, 2023, and 139,999 stock options being exercisable at 22.5 cents until the date that is 90 days after closing of the acquisition, subject to the provisions of the company's stock option plan. It is also anticipated that ECC will change its name to Infield Minerals Corp. in connection with the completion of the acquisition.

The acquisition is not a non-arm's-length qualifying transaction under the policies of the exchange and, therefore, will not require approval of ECC's shareholders. However, ECC has scheduled an annual general and special meeting of shareholders for Dec. 18, 2020, where, among other things, the shareholders of ECC will be asked to approve certain matters, including, but not limited to, the appointment of a new slate of four directors, assuming closing of the acquisition. Sponsorship of a qualifying transaction of a capital pool company is required by the exchange, unless an exemption from the sponsorship requirement is available. ECC intends to apply for a waiver from sponsorship requirements. However, there is no assurance that ECC will obtain this waiver.

The acquisition will be completed through a definitive agreement that is to be negotiated by the parties, which will contain customary representations and warranties for similar transactions. It is currently anticipated that the acquisition will be completed by way of a three-cornered amalgamation, pursuant to which a subsidiary of ECC will merge with Infield to form the resulting issuer.

In connection with the acquisition and pursuant to the requirements of the exchange, ECC will file on SEDAR a filing statement, which will contain details regarding the acquisition, ECC, Infield and the resulting issuer.

Completion of the acquisition is subject to a number of conditions, including: exchange acceptance; the completion of due diligence investigations to the satisfaction of each of ECC and Infield; the execution of the definitive agreement; and the completion of the QT financing. Trading of ECC's common shares will remain suspended until the completion of the proposed acquisition.

Financing

As a condition to completing the acquisition, the parties intend to complete a private placement financing of subscription receipts through a subsidiary of the company, the terms of which will be determined in the context of the market, to raise a minimum of $3-million.

The proceeds of the QT financing will be held in escrow, pending the company receiving all applicable regulatory approvals and completing all matters/conditions related to the acquisition, including the consolidation. Upon satisfaction of the escrow conditions, each subscription receipt will automatically convert, for no additional consideration, into postconsolidation securities of the company. In the event that the acquisition is not completed, each subscription receipt will be cancelled, and the subscription funds will be returned to the subscribers. The company may pay a commission in connection with the QT financing, in accordance with the policies of the exchange. Once released from escrow, the resulting issuer will use the proceeds of the QT financing for a work program on the property and for general working capital purposes.

ECC intends to issue a subsequent press release, in accordance with the policies of the exchange, providing further details with respect of the QT financing.

Board of directors and management changes

Upon completion of the proposed acquisition, the resulting issuer's board of directors and management team will consist of the individuals named herein.

Evandra Nakano, president, chief executive officer and director

Ms. Nakano is the founder, director and chief executive officer of Infield Minerals. She is also a co-founder, director, chief executive officer, chief financial officer and corporate secretary of Kismet Resources Corp., a capital pool company listed on the exchange. From 2010 to 2014, Ms. Nakano was a technical team member of B2Gold Corp., where she participated in the evaluation of several major acquisitions. With more than a decade of international mineral exploration and mining industry experience, Ms. Nakano brings a strong combination of technical expertise and business acumen to the resulting issuer. She holds a BSc (honours geology) from the University of British Columbia (UBC) and an MBA (finance) from the Sauder School of Business (at UBC).

Robert Chisholm, chief financial officer and corporate secretary

Mr. Chisholm is the chief financial officer of Emprise Capital Corp., a private merchant bank based in Vancouver, B.C., that provides management, restructuring, accounting and financial services to public companies. Prior to Emprise, Mr. Chisholm was the chief financial officer of PNI Digital Media, a publicly listed company (acquired by Staples). Mr. Chisholm holds a professional accounting designation in Canada and received his BBA with a major in accounting from Saint Francis Xavier University in Nova Scotia.

Richard Dufresne, vice-president of exploration

Mr. Dufresne is a professional geologist. He has been active in the mining/mineral exploration industry for more than 30 years. He has held executive and senior management positions at both junior and major companies, exploring in North America, South America and West Africa. From 2009 to 2014, Mr. Dufresne was vice-president of exploration of Camino Minerals Corp., where he managed all operational and technical aspects of exploration activities in Mexico. From 2002 to 2007, Mr. Dufresne held the position of senior geologist at Anglo American Exploration (Canada) Ltd., managing Eastern Canada exploration. Mr. Dufresne is a geology graduate from the University of Montreal and hold a PGeo designation with the Association of Professional Engineers and Geoscientists of British Columbia (EGBC).

Shervin Teymouri, director

Mr. Teymouri is the founder, chief executive officer and principal mining engineer of Mineit Consulting Inc. Prior to MineIt Consulting, Mr. Teymouri was a senior mining engineer at Roscoe Postle Associates and a senior mining engineer at Alexco Resource Corp. Mr. Teymouri has served as a director and on advisory boards at several public and private mining companies. He is a technical director with the Canadian Institute of Mining, Metallurgy and Petroleum in Vancouver and a member of the mining technical advisory and monitoring committee of the Canadian Securities Administrators. Mr. Teymouri is also an adjunct professor of mine engineering at UBC. He holds a BASc (geological engineering) and a master's degree (mine engineering/mining economics) from UBC as well as a PEng designation with EGBC.

David Hladky, director

Mr. Hladky is a professional geologist with over 22 years of hands-on international mineral exploration experience. His positions have included senior geologist and project manager for projects in Mexico, Canada, Argentina and Peru. Mr. Hladky is currently a consultant at Newrange Gold Corp. and an exploration manager at GR Silver Mining Ltd. in Mexico. He also serves as a director at Kismet Resources and as a director and technical adviser at Tru Precious Metals Corp. Mr. Hladky holds a BSc from the University of Alberta and a PGeo designation with the Association of Professional Engineers and Geoscientists of Alberta.

Scott Ackerman, director

Mr. Ackerman, currently chief executive officer, chief financial officer, corporate secretary and a director of the company, is the president and chief executive officer of Emprise. Mr. Ackerman has been active in the public markets for more than 25 years, having held senior executive roles in various capacities, from investor relations to executive management. In addition to his role at Emprise, Mr. Ackerman serves as a director and/or officer of a number of publicly traded and private start-up venture companies.

Qualified person

Scientific and technical aspects of this news release have been reviewed and approved by Richard Dufresne, PGeo, vice-president of exploration of Infield, who is a qualified person as defined by NI 43-101.

The potential quantity and grade of mineralization described herein are conceptual in nature, as there has been insufficient exploration to define a mineral resource, and it is uncertain if further exploration will result in the target being delineated as a mineral resource.

The completion of the acquisition is subject to a number of conditions, including, among others, exchange acceptance and, if applicable, pursuant to TSX-V requirements, majority of the minority shareholder approval. Where applicable, the acquisition cannot close until the required approvals are obtained. There can be no assurance that the definitive agreement will be executed or that the acquisition will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the disclosure document to be prepared in connection with the acquisition, any information released or received with respect to the qualifying transaction or the acquisition may not be accurate or complete and should not be relied upon. Trading in the securities of ECC should be considered highly speculative.

We seek Safe Harbor.