VERTICAL EXPLORATION INC. announced that it has signed a non-binding Letter of Intent to enter into a major Offtake Arrangement for the Company's premium-quality St- Onge Wollastonite. Vertical has signed a non-binding LOI with Third Gate Capital Management LLC that calls for Third Gate to purchase the significant majority of the Company's annual production of its St-Onge Wollastonite during the first year, and potentially future years, for the term of the Offtake Arrangement. Vertical is currently permitted for an annual production level of 100,000 tonnes of wollastonite from its St-Onge property.

The key terms and conditions of the Offtake Arrangement are as follows: Offtake Agreement Vertical and Third Gate will enter into an Offtake or Distribution agreement, pursuant to which Third Gate may, at any time during the term of the Offtake Agreement and in its discretion, purchase the significant majority of Vertical's St-Onge wollastonite at a price to be determined. Closing Conditions Vertical and Third Gate will use their commercially reasonable efforts to complete the Offtake Arrangement contemplated herein on or before September 30th, 2022, or such other date as the parties may mutually agree to in writing. The Offtake Arrangement shall be governed by and construed under the laws of the Province of British Columbia and the federal laws of Canada applicable therein.

In addition to the conditions set forth in the LOI, the completion of the Offtake Arrangement transactions contemplated will be subject to other standard closing conditions for transactions of similar size and nature, including but not limited to the following: Formal Documentation: The parties will enter into formal agreements, commercial or other agreements and documents with respect to the transactions contemplated hereunder, which will contain detailed representations, warranties and covenants of each party, and other terms customary for transactions of the size and complexity as those contemplated hereunder; and Approvals and Consents: The parties will obtain all necessary regulatory and third party approvals and consents, including but not limited to all necessary prior approvals from the TSX Venture Exchange. Termination: The non-binding LOI between Vertical and Third Gate may be terminated: By the parties upon their mutual agreement; By either party by written notice to the other upon:the transactions contemplated hereunder not completing by September 30th, 2022; or the other party remains in material breach of any of its respective obligations herein,after having received 30 day prior notice of such material breach from the terminating party.