LFNT Resources Corp. — Major Shareholding Notification 2025

Sep 29, 2025

FORM 62-103F1

REQUIRED DISCLOSURE UNDER THE EARLY WARNING REQUIREMENTS

Item 1 – Security and Reporting Issuer

1.1 State the designation of securities to which this report relates and the name and address of the head office of the issuer of the securities.

This report relates to the ordinary shares of Royal Road Minerals Limited ("Royal Road").

Royal Road's head office is located at Ground Floor, Portman House 32 Hue Street St Helier, Jersey, Channel Islands JE2 3NR.

1.2 State the name of the market in which the transaction or other occurrence that triggered the requirement to file this report took place.

The transaction that triggered the requirement to file the report was carried out through a block trade (the "Trade") carried out through the facilities of the TSX Venture Exchange (the "TSXV").

Item 2 – Identity of the Acquiror

2.1 State the name and address of the acquirer.

Rio2 Limited (the "Acquiror")
701 West Georgia Street, Suite 1500
Vancouver, British Columbia V7Y 1C6

2.2 State the date of the transaction or other occurrence that triggered the requirement to file this report and briefly describe the transaction or other occurrence.

On September 26, 2025, the Acquiror acquired 39,855,000 ordinary shares of Royal Road (the "Purchased Shares") pursuant to the Trade carried out through the facilities of the TSXV.

2.3 State the names of any joint actors.

Not applicable.

Item 3 – Interest in Securities of the Reporting Issuer

3.1 State the designation and number or principal amount of securities acquired or disposed of that triggered the requirement to file the report and the change in the acquirer's securityholding percentage in the class of securities.

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See Item 2.2 above.

Prior to the Trade, the Acquiror did not have beneficial ownership of, or control or direction over, any ordinary shares of Royal Road. As a result of the acquisition of the Purchased Shares, the Acquiror owns 39,855,000 ordinary shares of Royal Road, representing approximately 15.0% of the issued and outstanding ordinary shares of Royal Road on a non-diluted basis.

3.2 State whether the acquirer acquired or disposed ownership of, or acquired or ceased to have control over, the securities that triggered the requirement to file the report.

See Items 2.2 and 3.1 above.

3.3 If the transaction involved a securities lending arrangement, state that fact.

Not applicable.

3.4 State the designation and number or principal amount of securities and the acquirer's securityholding percentage in the class of securities, immediately before and after the transaction or other occurrence that triggered the requirement to file this report.

See Items 2.2 and 3.1 above.

3.5 State the designation and number or principal amount of securities and the acquirer's securityholding percentage in the class of securities referred to in Item 3.4 over which

(a) the acquirer, either alone or together with any joint actors, has ownership and control,

All securities referred to in Item 2.2 above are owned and/or controlled by the Acquiror.

(b) the acquirer, either alone or together with any joint actors, has ownership but control is held by persons or companies other than the acquirer or any joint actor, and

Not applicable.

(c) the acquirer, either alone or together with any joint actors, has exclusive or shared control but does not have ownership.

Not applicable.

3.6 If the acquirer or any of its joint actors has an interest in, or right or obligation associated with, a related financial instrument involving a security of the class of securities in respect of which disclosure is required under this item, describe the

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material terms of the related financial instrument and its impact on the acquirer's securityholdings.

Not applicable.

3.7 If the acquirer or any of its joint actors is a party to a securities lending arrangement involving a security of the class of securities in respect of which disclosure is required under this item, describe the material terms of the arrangement including the duration of the arrangement, the number or principal amount of securities involved and any right to recall the securities or identical securities that have been transferred or lent under the arrangement.

State if the securities lending arrangement is subject to the exception provided in section 5.7 of NI 62-104.

Not applicable.

3.8 If the acquirer or any of its joint actors is a party to an agreement, arrangement or understanding that has the effect of altering, directly or indirectly, the acquirer's economic exposure to the security of the class of securities to which this report relates, describe the material terms of the agreement, arrangement or understanding.

Not applicable.

Item 4 – Consideration Paid

4.1 State the value, in Canadian dollars, of any consideration paid or received per security and in total.

The Acquiror acquired the Purchased Shares described in Item 2.2 above at a price of $0.115 per Purchased Share for an aggregate price of $4,583,325.

4.2 In the case of a transaction or other occurrence that did not take place on a stock exchange or other market that represents a published market for the securities, including an issuance from treasury, disclose the nature and value, in Canadian dollars, of the consideration paid or received by the acquirer.

Not applicable.

4.3 If the securities were acquired or disposed of other than by purchase or sale, describe the method of acquisition or disposition.

Not applicable.

Item 5 – Purpose of the Transaction

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State the purpose or purposes of the acquirer and any joint actors for the acquisition or disposition of securities of the reporting issuer. Describe any plans or future intentions which the acquirer and any joint actors may have which relate to or would result in any of the following:

(a) the acquisition of additional securities of the reporting issuer, or the disposition of securities of the reporting issuer;

(b) a corporate transaction, such as a merger, reorganization or liquidation, involving the reporting issuer or any of its subsidiaries;

(c) a sale or transfer of a material amount of the assets of the reporting issuer or any of its subsidiaries;

(d) a change in the board of directors or management of the reporting issuer, including any plans or intentions to change the number or term of directors or to fill any existing vacancy on the board;

(e) a material change in the present capitalization or dividend policy of the reporting issuer;

(f) a material change in the reporting issuer’s business or corporate structure;

(g) a change in the reporting issuer’s charter, bylaws or similar instruments or another action which might impede the acquisition of control of the reporting issuer by any person or company;

(h) a class of securities of the reporting issuer being delisted from, or ceasing to be authorized to be quoted on, a marketplace;

(i) the issuer ceasing to be a reporting issuer in any jurisdiction of Canada;

(j) a solicitation of proxies from securityholders;

(k) an action similar to any of those enumerated above.

The Acquiror is acquiring the Purchased Shares for investment purposes. The Acquiror may, from time to time, subject to the Investor Rights Agreement (as defined below), acquire additional ordinary shares or other securities of Royal Road or dispose of some or all of the ordinary shares or other securities of Royal Road that it owns at such time. The Acquiror currently has no other plans or intentions that relate to or would result in any of the actions listed in items (a) to (k) above, but depending on market conditions, general economic and industry conditions, trading prices of Royal Road's securities, Royal Road's business, financial condition and prospects and/or other relevant factors, the Acquiror may develop such plans or intentions in the future.

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Item 6 – Agreements, Arrangements, Commitments or Understandings With Respect to Securities of the Reporting Issuer

Describe the material terms of any agreements, arrangements, commitments or understandings between the acquirer and a joint actor and among those persons and any person with respect to securities of the class of securities to which this report relates, including but not limited to the transfer or the voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Include such information for any of the securities that are pledged or otherwise subject to a contingency, the occurrence of which would give another person voting power or investment power over such securities, except that disclosure of standard default and similar provisions contained in loan agreements need not be included.

On September 26, 2025, the Acquiror acquired 39,855,000 ordinary shares of Royal Road (the "Purchased Shares") pursuant to Trade carried out through the facilities of the TSXV.

In connection with the Trade, the Acquiror and Royal Road entered into an investor rights agreement (the "Investor Rights Agreement") pursuant to which the Acquiror will, provided the Acquiror owns, directly or indirectly, 9.5% or more of the ordinary shares of Royal Road (calculated in accordance with the Investor Rights Agreement):

1. have the right to participate in equity financings by Royal Road in order to, at the Acquiror’s election:

a. maintain its pro rata ownership in Royal Road at the time of any such financing; or
b. acquire up to a 15% ownership interest in Royal Road (after giving effect to any such financing);

1. in the event that ordinary shares are issued by Royal Road as a result of the exercise of currently outstanding convertible securities of Royal Road, the right to subscribe for additional ordinary shares of Royal Road in order to, at the Acquiror’s election:

a. maintain its pro rata ownership in Royal Road at the time of any such issuance, or
b. acquire up to a 15% ownership interest in Royal Road (after giving effect to any such issuance); and

1. have the right (which the Acquiror has no present intention to exercise) to nominate one person (and in the case of an increase in the size of the board of directors of Royal Road to nine or more directors, two persons) to the board of directors of Royal Road (each, an "Acquiror Nominee").

The Investor Rights Agreement also requires management of Royal Road to vote all discretionary proxies received by management in favour of the election of any Acquiror Nominee and requires Royal Road to use commercially reasonable efforts to cause management to vote their shares of Royal Road in favour of any Acquiror Nominee.

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Item 7 – Change in Material Fact

If applicable, describe any change in a material fact set out in a previous report filed by the acquirer under the early warning requirements or Part 4 in respect of the reporting issuer’s securities.

Not applicable.

Item 8 – Exemption

If the acquirer relies on an exemption from requirements in securities legislation applicable to formal bids for the transaction, state the exemption being relied on and describe the facts supporting that reliance.

Not applicable.

Certificate

I, as the acquirer, certify, or I, as the agent filing the report on behalf of an acquirer, certify to the best of my knowledge, information and belief, that the statements made in this report are true and complete in every respect.

Dated as of the 29th day of September, 2025.

Rio2 Limited

Per: /s/ Alex Black

Name: Alex Black
Title: Executive Chairman

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