Early Warning Report Issued Pursuant to NI 62-103 Acquisition of Securities of Level 14 Ventures Ltd.

Vancouver, British Columbia–(Newsfile Corp. – April 28, 2022) – This press release is being disseminated as required by National Instrument 62‐103 in connection with the filing of an Early Warning Report regarding the acquisition of securities of Level 14 Ventures Ltd. (the “Company”).

On April 27, 2021, Marcel de Groot (the “Acquiror”) of 1400 – 400 Burrard Street, Vancouver, BC V6C 3A6 purchased (the “Acquisition”) 2,500,000 common shares of the Company’s private placement at a price of $0.20 per share.

Prior to April 27, 2022, the Acquiror held 7,306,901 common shares representing 18.70% of the issued and outstanding common shares, 6,181,900 warrants and 300,000 stock options. Assuming the exercise of the warrants and stock Options, the Acquiror would have control or direction over 13,788,801 common shares, representing 30.26% of the issued and outstanding common shares at that time.

After completion of the Acquisition, the Acquiror now has control of 9,806,901 Common Shares representing 10.72% of the issued and outstanding common shares and 6,181,900 warrants and 300,000 stock options. Assuming the exercise of the warrants and stock options, the Acquiror would have control or direction over 16,288,801 common shares, representing 16.62% of the issued and outstanding common shares.

The Acquiror owns an additional 200,000 common shares and 350,000 stock options via Pathway Capital Ltd., a company jointly owned by Mr. de Groot.

The common share were acquired for investment purposes only and not for the purpose of exercising control or direction over the Company. The Acquiror may, from time to time, increase or decrease its shareholding or continue to hold common shares of the Company as it may determine appropriate in the normal course of investment activity. In the future, the Acquiror may, directly or indirectly, acquire additional common shares of the Company or dispose of such shares subject to a number of factors, including, without limitation, general market and economic conditions and other investment and business opportunities available.

A copy of the Early Warning Report to be filed by the Acquiror will be available on SEDAR under the Company’s profile on www.sedar.com.

This early warning news release is issued under the early warning provisions of Canadian securities legislation, including National Instrument 62-104 – Take-Over Bids and Issuer Bids and National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.

The Canadian Securities Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this press release nor have they approved nor disapproved the content thereof.

For further information or should you have any questions, please feel free to email us at [email protected].

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/122119