Indie Power Storage Corp. entered into a letter of intent to acquire Smithe Resources Corp. (TSXV:SMTH.P) in a reverse merger transaction on August 1, 2022. Prior to the closing of the Proposed Transaction, Smithe will consolidate its outstanding Smithe Shares on the basis of one (1) new Smithe Share for each two (2) old Smithe Shares (the “Consolidation”), such that, prior to closing of the Proposed Transaction, Smithe will have approximately 3.7 million Smithe Shares issued and outstanding. It is expected that an aggregate of approximately 63,053,924 Smithe Shares and 13,020,830 Smithe share purchase warrants, on a post-Consolidation basis, will be issued to the shareholders of Indie Power Storage Corp. and IPS Systems Inc. in exchange for their securities of Indie Power Storage Corp. and IPS Systems Inc. Smithe has agreed to advance a CAD 25,000 deposit to IPS BC on a no-interest basis and upon execution of the Definitive Agreement and subject to approval of the Exchange, Smithe will lend CAD 0.15 million to Indie Power Storage Corp. on a no-interest basis. In connection with the Proposed Transaction, Indie Power Storage Corp. will complete a private placement (the “Concurrent Financing”) on terms to be agreed between and the parties and as determined in the context of the market. The proceeds of the Concurrent Financing will be used to fund (i) the development of the business of IPS, and (ii) the working capital requirements of the Resulting Issuer. It is anticipated that the resulting entity (the “Resulting Issuer”) will continue the business of IPS under a name to be determined by the parties (the “Name Change”) and will be listed as a Tier 2 Technology Issuer on the Exchange. Post deal completion, the directors of the Resulting Issuer are expected to consist of such number of directors as determined by IPS, one of whom will be nominated by Smithe and the rest of whom will be nominated by IPS. The existing directors and officers of Smithe are expected to resign at or prior to the closing of the Proposed Transaction. The deal remains subject to a number of terms and conditions, including, among other things: the negotiation and execution of the Definitive Agreement; the parties obtaining all necessary consents, orders and regulatory and approval of the shareholders of Indie Power Storage, including the conditional approval of the Exchange; completion of the Concurrent Financing; completion of a business, legal and financial review by each party of the other party; and other standard conditions.