Rock Tech Lithium Inc.

No securities regulatory authority has expressed an opinion about these securities and it is an offence to claim otherwise.

This prospectus supplement (this " Prospectus Supplement "), together with the accompanying short form base shelf prospectus dated July 13, 2022 to which it relates, as amended or supplemented (the " Prospectus ") and each document incorporated, or deemed to be incorporated, by reference into the Prospectus, constitutes a public offering of these securities only in those jurisdictions where they may be lawfully offered for sale and therein only by persons permitted to sell such securities.

The securities offered hereunder have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the " U.S. Securities Act "), or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as such term is defined in Regulation S under the U.S. Securities Act), except in transactions exempt from the registration requirements of the U.S. Securities Act and applicable state securities laws. This Prospectus Supplement does not constitute an offer to sell or a solicitation of an offer to buy any of the securities offered hereunder within the United States. See "Plan of Distribution".

Information has been incorporated by reference into this Prospectus Supplement and the Prospectus from documents filed with securities commissions or similar authorities in Canada. Copies of the documents incorporated herein and therein by reference may be obtained on request without charge from the Corporate Secretary of Rock Tech Lithium Inc. at 777 Hornby Street, Suite 600, Vancouver, B.C., V6Z 1S4, Telephone: (778) 358-5200, and are also available electronically at www.sedar.com.

PROSPECTUS SUPPLEMENT to the Short Form Base Shelf Prospectus dated July 13, 2022

New Issue

August 12, 2022

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$30,686,600

8,767,600 Units

This Prospectus Supplement of Rock Tech Lithium Inc. (" Rock Tech " or the " Company "), together with the Prospectus, qualifies the distribution (the " Offering ") of 8,767,600 units (the " Units ") of the Company at a price of $3.50 per Unit (the " Offering Price "). Each Unit will consist of one common share in the capital of the Company (each, a " Unit Share ") and one-half of one common share purchase warrant of the Company (each whole common share purchase warrant, an " Unit Warrant "). Each Unit Warrant will entitle the holder thereof to purchase, subject to adjustment in certain circumstances, one common share in the capital of the Company (each, a " Warrant Share ") at an exercise price of $4.50 per Warrant Share at any time prior to 4:30 p.m. (Toronto time) on the date that is 36 months following the Closing Date (as defined herein), provided that in the event the volume weighted average trading price of the common shares in the capital of the Company (each, a " Common Share ") for any ten (10) consecutive trading days on the TSX Venture Exchange (the " TSX-V ") exceeds $6.75, the Company will have the right to accelerate the expiry date of the Unit Warrants by providing written notice to each registered holder of Unit Warrants and distributing a press release (collectively, the " Acceleration Notice ") within ten (10) business days of the occurrence of such event. If an Acceleration Notice is provided by the Company, the expiry of the Unit Warrants will be accelerated to 4:30 p.m. (Toronto time) on the date that is thirty (30) days following the provision of such Acceleration Notice (the " Accelerated Expiry Date "); provided, however, that if the Accelerated Expiry Date falls on a day that is not a business day, the Accelerated Expiry Date shall be deemed to be the next business day. The Unit Warrants will be governed by the terms of a warrant indenture (the " Warrant Indenture ") to be entered into as of the Closing Date between the Company and Computershare Trust Company of Canada (the " Warrant Agent "), as warrant agent. See " Description of Securities Being Distributed ".

The Units will separate into Unit Shares and Unit Warrants immediately upon distribution and the Unit Shares and Unit Warrants will be issued separately. See " Plan of Distribution ".

The Offering is being made pursuant to the terms and conditions of an underwriting agreement dated August 12, 2022 (the " Underwriting Agreement ") between the Company, TD Securities Inc. (" TD "), Cantor Fitzgerald Canada Corporation (together with TD, the " Joint Bookrunners ") and Berenberg Capital Markets, LLC (" Berenberg " and together with the Joint Bookrunners, the " Underwriters "). The Offering Price was determined by arm's length negotiations between the Company and the Joint Bookrunners with reference to the prevailing market price of the Common Shares and other factors. The Offering is being made concurrently in each of the provinces of Canada, excluding Québec. In addition, the Underwriters may offer the Units outside of Canada in compliance with local securities laws and in accordance with the Underwriting Agreement. Berenberg is not registered as an investment dealer in any Canadian jurisdiction and accordingly will only sell Units outside of Canada. See " Plan of Distribution ".

Price: $3.50 per Unit

Per Unit ......................................................................... Total(3)...........................................................................	Price to the Public	Underwriting Commission(1)	Net Proceeds to the Company (2)(4)
	$3.50 $30,686,600	$0.175 $1,534,330	$3.325 $29,152,270

Notes:

(1) Pursuant to the Underwriting Agreement, in consideration for the services rendered by the Underwriters in connection with the Offering, the Company has agreed to pay the Underwriters a cash commission (the " Underwriting Commission ") equal to 5.0% of the aggregate gross proceeds of the Offering, including, for greater certainty, any proceeds realized from any exercise of the Over-Allotment Option (as defined herein). In addition, pursuant to the Underwriting Agreement, the Company may, but shall be under no obligation to, pay to the Underwriters a further amount equal to up to 1% of the aggregate gross proceeds of the Offering, including, for greater certainty, any proceeds realized from any exercise of the Over-Allotment Option (the " Discretionary Fee "). In determining whether to pay all or any amount of the Discretionary Fee, the Company shall be entitled to consider, among other things, the Company's satisfaction with the services provided by the Underwriters in relation to the Offering, including the quality, efficiency and ability thereof. The foregoing disclosure assumes the Discretionary Fee is not paid. In the event that the Company elects to pay the maximum Discretionary Fee to the Underwriters, the total "Underwriting Commission" and "Net Proceeds to the Company" (before deducting expenses of the Offering and without giving effect to any exercise of the Over-Allotment Option) will be $1,841,196 and $28,845,404, respectively. The payment of a Discretionary Fee, the amount of any such Discretionary Fee and the allocation of any such Discretionary Fee amongst the Underwriters is solely at the discretion of the Company. See " Plan of Distribution ".

(2) After deducting the Underwriting Commission, but before: (i) deducting expenses of the Offering, estimated to be $800,000, which will be paid from the general funds of the Company and/or the proceeds of the Offering or a combination thereof; (ii) giving effect to any exercise of the Over-Allotment Option; and (iii) giving effect to the payment of any Discretionary Fee. See " Plan of Distribution " and " Use of Proceeds ".
(3) The Company has granted to the Underwriters an option (the " Over-Allotment Option "), exercisable in whole or in part and from time to time, at any time up to and including 5:00 p.m. (Toronto time) on the date that is 30 days following the Closing Date, to purchase from the Company, at the Underwriters' election, up to such number of additional Units (" Over-Allotment Units "), Unit Shares (" Over-Allotment Shares "), and/or Unit Warrants (" Over-Allotment Warrants " and, collectively with the Over-Allotment Units and the Over-Allotment Shares, the " Over-Allotment Securities ") as is equal, in the aggregate, to 15% of the total number of Units specified on the cover page of this Prospectus Supplement, to cover over-allotments, if any, and for market stabilization purposes. The Over-Allotment Option may be exercised by the Underwriters to acquire: (i) Over-Allotment Units at the Offering Price; (ii) Over-Allotment Shares at a price of $3.18 per Over-Allotment Share; (iii) Over-Allotment Warrants at a price of $0.64 per OverAllotment Warrant; or (iv) any combination of Over-Allotment Units, Over-Allotment Shares and Over-Allotment Warrants, so long as the aggregate number of Over-Allotment Shares and Over-Allotment Warrants which may be issued under the Over-Allotment Option does not exceed 1,315,140 Over-Allotment Shares and 657,570 Over-Allotment Warrants. If the Over-Allotment Option is exercised in full (for Over-Allotment Units), the total "Price to the Public", "Underwriting Commission" and "Net Proceeds to the Company" (before deducting estimated expenses of the Offering and without giving effect to the payment of any Discretionary Fee) will be $35,289,590, $1,764,479.50 and $33,525,110.50, respectively. This Prospectus Supplement, together with the Prospectus, qualifies the grant of the Over-Allotment Option and the distribution of any Over-Allotment Units, Over-Allotment Shares and Over-Allotment Warrants upon exercise of the Over-Allotment Option. A purchaser who acquires securities forming part of the Underwriters' over-allocation position acquires those securities under this Prospectus Supplement, together with the Prospectus, regardless of whether the over-allocation position is ultimately filled through the exercise of the Over-Allotment Option or secondary market purchases. See " Plan of Distribution ".
(4) Giving effect to the Concurrent Private Placement (as defined below) for aggregate gross proceeds of $9,037,500, the aggregate net proceeds of the Offering and the Concurrent Private Placement are estimated to be $38,189,770, after deducting the Underwriting Commission of $1,534,330 (without giving effect to any exercise of the Over-Allotment Option or payment of any Discretionary Fee and before deducting expenses of the Offering and the Concurrent Private Placement).

The following table sets out the maximum number of Over-Allotment Units that may be sold to the Underwriters pursuant to the Over-Allotment Option:

Underwriters' Position	Maximum Number of Securities Available	Exercise Period	Exercise Price
Over-Allotment Option	1,315,140 Over-Allotment Units, consisting of 1,315,140 Over-Allotment Shares and 657,570 Over-Allotment Warrants	Any time up to and including the date that is 30 days following the Closing Date	$3.50 per Over-Allotment Unit $3.18 per Over-Allotment Share $0.64 per Over-Allotment Warrant

Unless the context otherwise requires, all references herein to the "Offering", "Units", "Unit Shares", "Unit Warrants" and "Warrant Shares" include the Over-Allotment Units, Over-Allotment Shares and Over-Allotment Warrants and additional Warrant Shares, as applicable, issuable pursuant to the exercise of the Over-Allotment Option.

The Underwriters, as principals, conditionally offer the Units, subject to prior sale, if, as and when issued by the Company and accepted by the Underwriters, in accordance with the terms and conditions contained in the Underwriting Agreement and subject to the approval of certain legal matters on behalf of the Company by Blake, Cassels & Graydon LLP and on behalf of the Underwriters by Borden Ladner Gervais LLP. See " Plan of Distribution ".

In addition to the Offering, the Company intends to enter into subscription agreements (the “ Subscription Agreements ”) pursuant to which certain investors would agree to purchase, on a non-brokered private placement basis, units of the Company (the “ Placement Units ”) at the Offering Price for aggregate gross proceeds to the Company of not less than $9,037,500 (the “ Concurrent Private Placement ”). Each Placement Unit will consist of one Common Share and one-half of one Common Share purchase warrant (each whole Common Share purchase warrant, a " Placement Warrant "). The Placement Warrants will have the same terms as the Unit Warrants and will be governed by the Warrant Indenture. No fees or compensation will be payable to the Underwriters in connection with the Concurrent Private Placement and this Prospectus Supplement does not qualify the distribution of any securities issued pursuant to the Concurrent Private Placement. The securities sold pursuant to the Concurrent Private Placement will be subject to a statutory hold period of four months plus one day from the date of issuance. Closing of the Offering is conditional upon the prior closing of the Concurrent Private Placement. Completion of the Concurrent Private Placement is expected to be subject to a number of conditions to be set out in the Subscription Agreements, including the approval of the TSX-V. See “ Concurrent Private Placement ”.

The Common Shares are listed on the TSX-V under the trading symbol "RCK". The Common Shares are also quoted for trading in the United States on the OTCQX of the OTC Markets Group platform under the trading symbol "RCKTF" and trade in Germany on the Open Market of the Frankfurt Stock Exchange under the trading symbol "RJIB". The closing price of the Common Shares on the TSX-V on August 5, 2022, the last trading day prior to the announcement of the Offering, was $4.94. The closing price of the Common Shares on the TSX-V on August 11, 2022, the last trading day prior to the date of this Prospectus Supplement, was $4.00. The Company has applied to list the Unit Shares, the Unit Warrants and the Warrant Shares qualified hereby on the TSX-V. Listing will be subject to Rock Tech fulfilling all of the listing requirements of the TSX-V. There is currently no market through which the Unit Warrants may be sold and purchasers may not be able to resell the Unit Warrants. This may affect the pricing of the Unit Warrants in the secondary market, the transparency and availability of trading prices, the liquidity of the Unit Warrants and the extent of issuer regulation. See " Risk Factors ".

The Underwriters propose to offer the Units initially at the Offering Price specified above. After a reasonable effort has been made to sell all of the Units at such Offering Price, the Underwriters may subsequently reduce the selling price to investors from time to time in order to sell any of the Units remaining unsold. However, any such reduction will not affect the proceeds received by the Company. If the selling price is reduced, the compensation realized by the Underwriters will be decreased by the amount that the aggregate price paid by purchasers for the Units is less than the gross proceeds paid by the Underwriters to the Company. See " Plan of Distribution ".

Subscriptions for the Units will be received, subject to rejection or allotment, in whole or in part, and the right is reserved to close the subscription books at any time without notice. It is expected that the completion of the sale of the Units pursuant to the Offering (the " Closing ") will take place on August 19, 2022, or such other date as may be agreed upon by the Underwriters and the Company, but in any event not later than August 26, 2022 (the " Closing Date ").

It is expected that the Company will arrange for the instant deposit of the Unit Shares and Unit Warrants under the book-based system of registration, to be registered to CDS Clearing and Depository Services Inc. or its nominee (" CDS ") and deposited with CDS on the Closing Date, or as may otherwise be agreed between the Company and the Underwriters. No certificates evidencing the Unit Shares or Unit Warrants will be issued. A purchaser of the Units will receive only a customer confirmation from the Underwriters or other registered dealer from or through whom a beneficial interest in the Units is purchased or a direct registration system record of ownership in certain circumstances. See " Plan of Distribution ".

An investment in the Units is highly speculative and involves significant risks that you should consider before purchasing the Units. You should carefully review the " Risk Factors " section of this Prospectus Supplement, the Prospectus and the documents incorporated by reference therein, as well as the information under the heading " Forward-Looking Statements ".

Prospective investors are advised to read the tax discussion under " Certain Canadian Federal Income Tax Considerations " and " Eligibility for Investment " in this Prospectus Supplement and consult their own tax advisors regarding the application of Canadian federal income tax laws to their particular circumstances, as well as any other provincial, territorial, local, foreign and other tax consequences of acquiring, holding or disposing of Units. This Prospectus Supplement may not describe these tax consequences fully.

The Company's Chief Executive Officer and Chief Financial Officer and a majority of the Company's directors reside outside of Canada and each of the foregoing has appointed the following agent for service of process:

Name of Person or Company Dirk Harbecke Stefan Krause Dr. Peter Kausch Klaus Schmitz Esther Bahne Markus Bruegmann	Name and Address of Agent
	Rock Tech Lithium Inc. 625 Howe Street, Suite 1120 Vancouver, B.C., V6C 2T6

In addition, Ryan James Hanrahan, Karl Stephan Peters, Florian Lowicki and Wave International Pty Ltd., each of whom filed a consent in connection with the Prospectus, also reside or are incorporated, as applicable, outside of Canada.

Purchasers are advised that it may not be possible for investors to enforce judgments obtained in Canada against any person or company that is incorporated, continued or otherwise organized under the laws of a foreign jurisdiction or resides outside of Canada, even if the party has appointed an agent for service of process.

The head office of the Company is located at 777 Hornby Street, Suite 600, Vancouver, B.C., V6Z 1S4 and its registered and records office is located at 625 Howe Street, Suite 1120, Vancouver, B.C., V6C 2T6.

iii

PROSPECTUS SUPPLEMENT

Important Notice About Information in this Prospectus Supplement ...................................................................................... S-1 Forward-Looking Statements .................................................................................................................................................. S-1 Cautionary Note Regarding Mineral Reserve And Mineral Resource Estimates .................................................................... S-2 Exchange Rates ........................................................................................................................................................................ S-3 Documents Incorporated by Reference .................................................................................................................................... S-3 Marketing Materials ................................................................................................................................................................. S-5 Rock Tech Lithium Inc. ........................................................................................................................................................... S-5 Consolidated Capitalization ..................................................................................................................................................... S-5 Concurrent Private Placement ................................................................................................................................................. S-6 Use of Proceeds ....................................................................................................................................................................... S-6 Prior Sales ................................................................................................................................................................................ S-7 Price Range and Trading Volume ............................................................................................................................................ S-7 Description of Securities Being Offered .................................................................................................................................. S-8 Certain Canadian Federal Income Tax Considerations ............................................................................................................ S-9 Eligibility for Investment ....................................................................................................................................................... S-13 Plan of Distribution ................................................................................................................................................................ S-13 Risk Factors ........................................................................................................................................................................... S-18 Legal Matters ......................................................................................................................................................................... S-21 Auditors, Transfer Agent and Registrar ................................................................................................................................. S-21 Interests of Experts ................................................................................................................................................................ S-21 Statutory Rights of Withdrawal and Rescission .................................................................................................................... S-22 Contractual Rights of Withdrawal and Rescission................................................................................................................. S-22 Appendix "A" – Investor Presentation ..................................................................................................................................... A-1 Certificate of the Underwriters ................................................................................................................................................ C-1

PROSPECTUS

Glossary ....................................................................................................................................................................................... 1 Forward-Looking Statements ...................................................................................................................................................... 2 Exchange Rates ............................................................................................................................................................................ 4 Documents Incorporated by Reference ........................................................................................................................................ 4 Marketing Materials ..................................................................................................................................................................... 6 Rock Tech Lithium Inc. ............................................................................................................................................................... 6 Consolidated Capitalization ....................................................................................................................................................... 12 Price Range and Trading Volume .............................................................................................................................................. 12 Use of Proceeds ......................................................................................................................................................................... 13 Description of Securities ............................................................................................................................................................ 13 Earnings Coverage Ratios .......................................................................................................................................................... 21 Plan of Distribution .................................................................................................................................................................... 21 Selling Securityholders .............................................................................................................................................................. 23 Certain Canadian Federal Income Tax Considerations .............................................................................................................. 24 Risk Factors ............................................................................................................................................................................... 24 Auditors, Registrar and Transfer Agent ..................................................................................................................................... 26 Legal Matters ............................................................................................................................................................................. 26 Interests of Experts .................................................................................................................................................................... 26 Statutory and Contractual Rights of Withdrawal And Rescission ............................................................................................. 27 Certificate of Rock Tech Lithium Inc. ..................................................................................................................................... C-1

IMPORTANT NOTICE ABOUT INFORMATION IN THIS PROSPECTUS SUPPLEMENT

This document consists of two parts. The first part of this document is this Prospectus Supplement, which describes the terms of the Offering and also adds to, and updates certain information contained in, the Prospectus and the documents incorporated by reference therein. The second part of this document is the Prospectus, which gives more general information, some of which may not apply to the Offering. This Prospectus Supplement is deemed to be incorporated by reference into the Prospectus solely for the purposes of qualifying the distribution of the Units. Other documents are also incorporated, or deemed to be incorporated, by reference into the Prospectus. See " Documents Incorporated by Reference".

If the description of the Units or any other information varies between this Prospectus Supplement, the Prospectus and the documents incorporated by reference therein, you should rely on the information in this Prospectus Supplement.

Rock Tech and the Underwriters have not authorized anyone to provide you with information other than that contained in this Prospectus Supplement or contained in, or incorporated by reference into, the Prospectus or to make any representations other than those contained in this Prospectus Supplement or contained in, or incorporated by reference into, the Prospectus. Rock Tech and the Underwriters take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you or any representation that others may make to you. The Units are not being offered in any jurisdiction where the offer or sale is not permitted. You should assume that the information in this Prospectus Supplement and the Prospectus, as well as the information in any document incorporated by reference into the Prospectus that Rock Tech previously filed with any securities commission or similar regulatory authority in Canada, is accurate only as of the respective dates of the applicable documents. Rock Tech's business, financial condition, results of operations and prospects may have changed since those dates. A prospective purchaser should carefully read this Prospectus Supplement and the Prospectus and the documents incorporated by reference therein and consult its own professional advisors to assess the risks associated with, and the income tax, legal, and other aspects of, an investment in the Units.

This Prospectus Supplement shall not be used by anyone for any purpose other than in connection with the Offering. Rock Tech does not undertake to update the information contained in this Prospectus Supplement or contained in, or incorporated by reference into, the Prospectus, except as required by applicable securities laws. Information contained in, or otherwise accessible through, the Company's website shall not be deemed to be incorporated by reference into the Prospectus and prospective purchasers should not rely on such information when deciding whether or not to invest in the Units.

Unless otherwise indicated, all information in this Prospectus Supplement assumes: (i) no exercise of the Over-Allotment Option; (ii) gross proceeds from the Concurrent Private Placement of $9,037,500; and (iii) that no Discretionary Fee is paid to the Underwriters.

In this Prospectus Supplement, all capitalized terms used and not otherwise defined herein have the meanings ascribed thereto in the Prospectus.

Unless otherwise specified or the context otherwise requires, all references in this Prospectus Supplement, the Prospectus and any document incorporated by reference therein to "Rock Tech" and the "Company" mean Rock Tech Lithium Inc. and its subsidiaries.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this Prospectus Supplement, the Prospectus and certain documents incorporated by reference therein, constitute "forward-looking information" within the meaning of applicable securities legislation (collectively referred to as, " forward-looking statements ").

All forward-looking statements are based on Rock Tech's current expectations, estimates, projections, beliefs and assumptions based on information available at the time the forward-looking statement was made and in light of Rock Tech's experience and its perception of historical trends. Forward-looking statements are typically identified by words such as "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "could", "would", "believe", "plan", "intend", "design", "target", "undertake", "view", "indicate", "maintain", "explore", "entail", "forecast", "schedule", "objective", "strategy", "likely", "potential", "aim", "outlook", "propose", "goal" and similar expressions suggesting future events or future performance. In particular, this Prospectus Supplement contains forward-looking statements pertaining to: the expected timing of Closing of the Offering and the Concurrent Private Placement; the anticipated use of the net proceeds of the Offering and the Concurrent Private Placement; the expected size and terms of the Concurrent Private Placement; the plan of distribution; and the listing of the Unit Shares, Unit Warrants and Warrant Shares qualified hereby on the TSX-V. In addition, the Prospectus includes, and

S-1

incorporates by reference, forward-looking statements pertaining to Rock Tech's future plans, growth projects, business strategies and expected results from future operations.

Forward-looking statements are based on various assumptions, estimates, expectations and opinions of the Company and, in certain cases, third party experts, including those assumptions, estimates, expectations and opinions described under the heading " Forward-Looking Statements " in the Prospectus, " Introduction – Cautionary Note Regarding Forward-Looking Statements " in the AIF and " Cautionary Note on Forward-Looking Statements " in the Annual MD&A and the Interim MD&A (as each such term is defined herein). Rock Tech believes that the assumptions, estimates, expectations and opinions reflected in the forward-looking statements included in this Prospectus Supplement and those included in, or incorporated by reference into, the Prospectus are reasonable, in each case, as at the time that such statements were made, but no assurance can be given that these assumptions, estimates, expectations and opinions will prove to be correct and the forward-looking statements included in this Prospectus Supplement and included in, or incorporated by reference into, the Prospectus should not be unduly relied upon.

By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors, many of which are beyond Rock Tech's control, that may cause actual events, results, performance and/or achievements to be materially different from that which is expressed or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to, the risk factors described under " Risk Factors " in this Prospectus Supplement, " Risk Factors " in the Prospectus and " Risk Factors " in the AIF (as defined herein), the Annual MD&A and the Interim MD&A, as well as the other risk factors described in any documents incorporated by reference into the Prospectus that are filed after the date hereof and prior to the termination of the Offering. These factors should not, however, be construed as exhaustive. Although the Company has attempted to identify important risk factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other risk factors not presently known to the Company or that the Company presently believes are not material that could also cause actual events, results, performance and/or achievements to be materially different from that which is expressed or implied by such forward-looking statements.

The forward-looking statements contained herein or contained in, or incorporated by reference into, the Prospectus are, in each case, made as of the date of this Prospectus Supplement or as of the date of the document in which they are contained, as applicable. Unless required by law, Rock Tech does not undertake any obligation to publicly update or revise such forwardlooking statements, whether as a result of new information, future events or otherwise. Any forward-looking statements contained herein or contained in, or incorporated by reference into, the Prospectus are expressly qualified by this cautionary statement.

In addition to the foregoing cautionary statement and the cautionary statement contained under " Forward-Looking Statements " in the Prospectus, with respect to forward-looking statements contained in the documents incorporated by reference into the Prospectus, prospective purchasers should refer to " Introduction – Cautionary Note Regarding Forward-Looking Statements " in the AIF and " Cautionary Note on Forward-Looking Statements " in the Annual MD&A and the Interim MD&A, as well as the advisories section of any documents incorporated by reference into the Prospectus that are filed after the date of this Prospectus Supplement and prior to the termination of the Offering.

CAUTIONARY NOTE REGARDING MINERAL RESERVE AND MINERAL RESOURCE ESTIMATES

Unless otherwise indicated, all mineral resource and mineral reserve (if any) estimates included in this Prospectus Supplement, the Prospectus and the documents incorporated by reference therein have been prepared in accordance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects (" NI 43-101 ") and the Canadian Institute of Mining, Metallurgy and Petroleum – CIM Definition Standards on Mineral Resources and Mineral Reserves, adopted by the CIM Council, as amended (the " CIM Standards "). NI 43-101 is a rule developed by the Canadian Securities Administrators, which established standards for public disclosure an issuer makes of scientific and technical information concerning mineral projects. The terms "mineral reserve", "proven mineral reserve" and "probable mineral reserve" are Canadian mining terms as defined in accordance with NI 43-101 and the CIM Standards. In addition, the terms "mineral resource", "measured mineral resource", "indicated mineral resource" and "inferred mineral resource" are defined in accordance with NI 43-101 and the CIM Standards. Investors are cautioned not to assume that all or any part of mineral deposits in these categories will ever be converted into mineral reserves. "Inferred mineral resources" have a lower level of confidence than that applying to an "Indicated Mineral Resource" and cannot be directly converted to a "mineral reserve", but may be upgraded to Indicated Mineral Resources with continued exploration. Under Canadian rules, estimates of inferred mineral resources must not be included in any economic analysis, production schedules, or estimated mine life in publicly disclosed pre-feasibility or feasibility studies, or in the life of mine plans and cash flow models of developed mines.

S-2

Mineral resource and mineral reserve (if any) figures referred to in this Prospectus Supplement, the Prospectus and the documents incorporated therein by reference are estimates and no assurances can be given that the indicated levels of lithium will be produced. Such estimates are expressions of judgment based on knowledge, mining experience, analysis of drilling results and industry practices. Valid estimates made at a given time may significantly change when new information becomes available. By their nature, mineral resource and mineral reserve estimates are imprecise and depend, to a certain extent, upon statistical inferences which may ultimately prove unreliable. Any inaccuracy or future reduction in such estimates could have a material adverse impact on the Company.

EXCHANGE RATES

Unless otherwise indicated, all dollar amounts in this Prospectus Supplement are expressed in Canadian dollars. References to "$" or "dollars" are to Canadian dollars, references to "U.S.$" are to United States dollars and references to "€" are to euros.

The following table sets forth, for each of the periods indicated, the period end daily average exchange rate, the average exchange rate and the high and low daily average exchange rates of one United States dollar in exchange for Canadian dollars, as reported by the Bank of Canada.

End of Period .......................................................... Average .................................................................. High ........................................................................ Low.........................................................................	6 Months Ended June 30, 2022 2021 $1.2886 $1.2394 $1.2715 $1.2470 $1.3099 $1.2828 $1.2451 $1.2040	Year Ended December 31,	Year Ended December 31,	2019
	2022 $1.2886 $1.2715 $1.3099 $1.2451	2021 $1.2678 $1.2535 $1.2942 $1.2040	2020 $1.2732 $1.3415 $1.4496 $1.2718
				$1.2988 $1.3269 $1.3600 $1.2988

On August 11, 2022, the daily average rate of exchange for the conversion of one United States dollar into Canadian dollars, as reported by the Bank of Canada, was U.S.$1.00/$1.2753.

The following table sets forth, for each of the periods indicated, the period end daily average exchange rate, the average exchange rate and the high and low daily average exchange rates of one euro in exchange for Canadian dollars, as reported by the Bank of Canada.

he Bank of Canada.
End of Period .......................................................... Average .................................................................. High ........................................................................ Low.........................................................................	6 Months Ended June 30, 2022 2021 $1.3467 $1.4699 $1.3896 $1.5026 $1.4606 $1.5641 $1.3424 $1.4620	Year Ended December 31,		2019
	2022 $1.3467 $1.3896 $1.4606 $1.3424	2021 $1.4391 $1.4828 $1.5641 $1.4188	2020 $1.5608 $1.5298 $1.5851 $1.4282
				$1.4583 $1.4856 $1.5441 $1.4438

On August 11, 2022, the daily average rate of exchange for the conversion of one euro into Canadian dollars, as reported by the Bank of Canada, was €1.00/$1.3718.

DOCUMENTS INCORPORATED BY REFERENCE

Information has been incorporated by reference into this Prospectus Supplement and the Prospectus from documents filed with securities commissions or similar authorities in Canada . Copies of the documents incorporated by reference into this Prospectus Supplement and the Prospectus may be obtained on request without charge from the Corporate Secretary of Rock Tech at 777 Hornby Street, Suite 600, Vancouver, B.C., V6Z 1S4, Telephone: (778) 358-5200. These documents are also available through the internet on the System for Electronic Document Analysis and Retrieval (" SEDAR "), which can be accessed at www.sedar.com.

This Prospectus Supplement is deemed to be incorporated by reference into the Prospectus solely for the purposes of qualifying the distribution of the Units.

The following documents filed by Rock Tech with the securities commissions or similar authorities in the applicable provinces of Canada are specifically incorporated by reference in, and form an integral part of, the Prospectus, provided that such documents are not incorporated by reference therein to the extent that their contents are modified or superseded by a statement contained in this Prospectus Supplement, the Prospectus or in any other subsequently filed document that is also incorporated by reference into the Prospectus:

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(a) the annual information form of Rock Tech dated May 18, 2022 for the year ended December 31, 2021 (the " AIF ");
(b) the audited annual consolidated financial statements of Rock Tech as at and for the years ended December 31, 2021 and 2020, together with the notes thereto and the independent auditor's report thereon (the " Annual Financial Statements ");
(c) the management's discussion and analysis of Rock Tech dated May 2, 2022 for the year ended December 31, 2021 (the " Annual MD&A ");
(d) the management information circular of Rock Tech dated May 27, 2022 relating to the annual meeting of holders of Common Shares held on June 30, 2022;
(e) the unaudited condensed interim consolidated financial statements of Rock Tech as at and for the three months ended March 31, 2022 and 2021 (the " Interim Financial Statements ");
(f) the management's discussion and analysis of Rock Tech dated May 30, 2022 for the three months ended March 31, 2022 (the " Interim MD&A ");
(g) the material change report of Rock Tech dated January 7, 2022 in respect of the brokered private placement offering by Rock Tech of an aggregate of 9,761,905 units of Rock Tech for aggregate gross proceeds of approximately U.S.$41.0 million completed in December 2021 and January 2022 (the " Brokered Private Placement ");
(h) the template version of the preliminary term sheet dated August 8, 2022 prepared for potential purchasers in connection with the Offering (the “ Preliminary Term Sheet ”);
(i) the template version of the final term sheet dated August 12, 2022 prepared for potential purchasers in connection with the Offering (the “ Final Term Sheet ”);
(j) the template version of the investor presentation dated August 8, 2022 prepared for potential purchasers in connection with the Offering (the “ Preliminary Investor Presentation ”); and
(k) the template version of the investor presentation dated August 12, 2022 prepared for potential purchasers in connection with the Offering (a copy of which is attached to this Prospectus Supplement as Appendix "A") (the “ Final Investor Presentation ”).

Any documents of the type required by National Instrument 44-101 – Short Form Prospectus Distributions to be incorporated by reference into a short form prospectus, including any material change reports (excluding material change reports filed on a confidential basis), interim financial reports, annual financial statements and the auditors' reports thereon, management's discussion and analysis of financial condition and results of operations, information circulars, annual information forms and business acquisition reports, as well as all prospectus supplements disclosing additional or updated information relating to the Offering filed by the Company with the securities commissions or similar authorities in the applicable provinces of Canada subsequent to the date of this Prospectus Supplement and prior to the termination of the Offering, shall be deemed to be incorporated by reference into the Prospectus. These documents will be available through the internet on SEDAR, which can be accessed at www.sedar.com.

Any statement contained in this Prospectus Supplement or in the Prospectus, or in any other document (or part thereof) incorporated, or deemed to be incorporated, by reference therein, shall be deemed to be modified or superseded, for the purposes of this Prospectus Supplement, to the extent that a statement contained herein or therein, or in any other subsequently filed document (or part thereof) which also is, or is deemed to be, incorporated by reference therein, modifies or supersedes such statement. The modifying or superseding statement need not state that it has modified or superseded a prior statement or include any other information set out in the document that it modifies or supersedes. The making of a modifying or superseding statement shall not be deemed an admission, for any purposes, that the modified or superseded statement, when made, constituted a misrepresentation, an untrue statement of a material fact or an omission to state a material fact that is required to be stated or that is necessary to make a statement not misleading in light of the circumstances in which it was made. Any statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this Prospectus Supplement.

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MARKETING MATERIALS

"Template versions" of the "marketing materials" (as such terms are defined in National Instrument 41-101 – General Prospectus Requirements ), for this Offering are incorporated by reference into the Prospectus for the purposes of this Offering, but are not part of the Prospectus to the extent that their contents have been modified or superseded by a statement contained in this Prospectus Supplement. In addition, any template version of any other marketing materials filed with the securities commission or similar authority in each of the applicable provinces of Canada in connection with this Offering after the date hereof but prior to the termination of the distribution under this Prospectus Supplement is deemed to be incorporated by reference into the Prospectus for the purposes of this Offering.

The Preliminary Term Sheet and Preliminary Investor Presentation each reflected an expected offering amount of approximately US$50 million and did not contemplate the Concurrent Private Placement. Pursuant to subsection 9A.3(7) of National Instrument 44-102 – Shelf Distributions , the Final Term Sheet and Final Investor Presentation have been updated to reflect: (i) the final terms of the Offering, including the Offering amount of $30,686,600; (ii) that the Company has applied to list the Unit Shares, the Unit Warrants and the Warrant Shares qualified hereby on the TSX-V; and (iii) the Concurrent Private Placement for gross proceeds to the Company of not less than $9,037,500, and blacklines have been prepared to show these modified statements. A copy of the Final Term Sheet and Final Investor Presentation can be found under the Company’s profile on www.sedar.com.

ROCK TECH LITHIUM INC.

Rock Tech is a cleantech company with operations in Canada and Germany whose objective is to supply the lithium-ion battery market for the growing electric vehicle sector, an industry that the Company believes to be integral to reducing reliance on fossil fuels. The Company is strategically focused on developing its wholly-owned Georgia Lake Project located in Ontario, Canada and on developing and optimizing high-quality battery grade lithium hydroxide monohydrate through the construction and operation of multiple lithium hydroxide manufacturing plants in Europe and North America, beginning with the Guben Converter.

Rock Tech's operations are classified as follows:

Georgia Lake Project operations – consist of exploration, development and basic engineering activities at the Company's wholly-owned Georgia Lake Project; and
Converter operations – consist of planning and development activities in anticipation of the construction and operation of the Company's proposed Guben Converter.

For additional information regarding the business and operations of Rock Tech, including the Georgia Lake Project and the Guben Converter, please see " Rock Tech Lithium Inc. " in the Prospectus, " General Development of the Business " and " Description of the Business " in the AIF and " About Rock Tech" and " Overall Performance " in the Annual MD&A and the Interim MD&A.

CONSOLIDATED CAPITALIZATION

As of March 31, 2022, there were 72,835,327 Common Shares and 21,865,497 Common Share purchase warrants (" Warrants ") outstanding. Upon completion of the Offering and the Concurrent Private Placement (assuming no options to purchase Common Shares (" Options ") or Warrants are exercised between the date hereof and the Closing Date and gross proceeds from the Concurrent Private Placement of $9,037,500): (i) if the Over-Allotment Option is not exercised, the Company expects to have an aggregate of 84,185,070 Common Shares and 27,540,368 Warrants outstanding and to add $39,724,100 to shareholders' equity; and (ii) if the Over-Allotment Option is exercised in full (for Over-Allotment Units), the Company expects to have an aggregate of 85,500,210 Common Shares and 28,197,938 Warrants outstanding and to add $44,327,090 to shareholders' equity.

Other than the issuance of Units pursuant to the Offering, the issuance of Placement Units pursuant to the Concurrent Private Placement and the issuances disclosed under the heading " Prior Sales " in this Prospectus Supplement and under the heading " Consolidated Capitalization " in the Prospectus, there has been no material change in the share and loan capital of the Company, on a consolidated basis, since March 31, 2022.

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The foregoing should be read together with the Annual Financial Statements and the Interim Financial Statements, which are incorporated by reference into the Prospectus.

CONCURRENT PRIVATE PLACEMENT

In addition to the Offering, the Company intends to enter into Subscription Agreements pursuant to which certain investors would agree to purchase, on a non-brokered private placement basis, Placement Units at the Offering Price for aggregate gross proceeds to the Company of not less than $9,037,500. Each Placement Unit will consist of one Common Share and one-half of one Placement Warrant. The Placement Warrants will have the same terms as the Unit Warrants and will be governed by the Warrant Indenture.

Closing of the Offering is conditional upon the prior closing of the Concurrent Private Placement. Completion of the Concurrent Private Placement is expected to be subject to a number of conditions to be set out in the Subscription Agreements, including the approval of the TSX-V.

No fees or compensation will be payable to the Underwriters in connection with the Concurrent Private Placement and this Prospectus Supplement does not qualify the distribution of any securities issued pursuant to the Concurrent Private Placement. The securities sold pursuant to the Concurrent Private Placement will be subject to a statutory hold period of four months plus one day from the date of issuance.

USE OF PROCEEDS

If the Over-Allotment Option is not exercised, the net proceeds to the Company from the Offering are estimated to be $28,352,270, after deducting the Underwriting Commission of $1,534,330 and the estimated expenses of the Offering of $800,000, but without giving effect to the payment of any Discretionary Fee. If the Over-Allotment Option is exercised in full for Over-Allotment Units, the net proceeds to the Company from the Offering are estimated to be $32,725,110.50, after deducting the Underwriting Commission of $1,764,479.50 and the estimated expenses of the Offering of $800,000, but without giving effect to the payment of any Discretionary Fee.

If the Over-Allotment Option is not exercised, after giving effect to the Concurrent Private Placement for aggregate gross proceeds of $9,037,500, the aggregate net proceeds to the Company from the Offering and the Concurrent Private Placement (after deducting the Underwriting Commission of $1,534,330 and the estimated expenses of the Offering of $800,000, without giving effect to the payment of any Discretionary Fee and before deducting any expenses of the Concurrent Private Placement) are estimated to be $37,389,770. If the Over-Allotment Option is exercised in full for Over-Allotment Units, after giving effect to the Concurrent Private Placement for aggregate gross proceeds of $9,037,500, the aggregate net proceeds to the Company from the Offering and the Concurrent Private Placement (after deducting the Underwriting Commission of $1,764,479.50 and estimated expenses of the Offering of $800,000, without giving effect to the payment of any Discretionary Fee and before deducting any expenses of the Concurrent Private Placement) are estimated to be $41,762,610.50. See " Plan of Distribution ".

The Company expects to allocate the net proceeds from the Offering and the Concurrent Private Placement approximately as follows:

Activity orNature of Expenditure	Allocated Amount of Net Proceeds(1)
Permitting and Completion of the BPS and the FEED Study for the Guben Converter(2) Down Payments for Rotary Kiln, Crystallizer and Other Long Lead Items for the Guben Converter Soil Replacement and Ground Work for the Guben Converter Engineering and Initial EPCM for the Guben Converter General Project Management and Services for the Guben Converter Permitting and Development Costs for the Georgia Lake Project(3) General Corporate Purposes(4) Total	$3,738,977 $11,216,931 $3,738,977 $7,477,954 $3,738,977 $3,738,977 $3,738,977 $37,389,770

Activity orNature of Expenditure

Allocated Amount of Net
Proceeds(1)

Permitting and Completion of the BPS and the FEED Study for the Guben Converter(2)
Down Payments for Rotary Kiln, Crystallizer and Other Long Lead Items for the Guben Converter
Soil Replacement and Ground Work for the Guben Converter
Engineering and Initial EPCM for the Guben Converter
General Project Management and Services for the Guben Converter
Permitting and Development Costs for the Georgia Lake Project(3)
General Corporate Purposes(4)
Total

$3,738,977
$11,216,931
$3,738,977
$7,477,954
$3,738,977
$3,738,977
$3,738,977
$37,389,770

Notes :

(1) Assumes: (i) no exercise of the Over-Allotment Option; (ii) that no Discretionary Fee is paid to the Underwriters; and (iii) gross proceeds from the Concurrent Private Placement of $9,037,500. After deducting estimated expenses of the Offering of $800,000 but before deducting any expenses of the Concurrent Private Placement.

(2) For a description of the Guben Converter, including the Company's strategy and objectives in respect of the project, see " Overall Performance – Guben Converter " in the Interim MD&A and the Annual MD&A and " Guben Converter " in the AIF. For a description of the Company's future development milestones in relation to the Guben Converter, including the expected costs and timing thereof, see " Rock Tech Lithium Inc. – Recent Developments – Guben Converter Operations " in the Prospectus.

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(3) For a description of the Georgia Lake Project, including the Company's strategy and objectives in respect of the project, see " Overall Performance – Georgia Lake Project " in the Interim MD&A and the Annual MD&A and " Georgia Lake Project " in the AIF. For a description of the Company's future development milestones in relation to the Georgia Lake Project, including the expected costs and timing thereof, see " Rock Tech Lithium Inc. – Recent Developments – Georgia Lake Project Operations " in the Prospectus.
(4) Funds included in general corporate purposes may be allocated to corporate and administrative expenses, business development activities, potential future acquisitions and to other purposes.

The Company's overall corporate strategy and major initiatives supporting its strategy are summarized in the Annual MD&A and the Interim MD&A.

Although the Company intends to allocate the net proceeds from the Offering and the Concurrent Private Placement as set forth above, the actual allocation of the net proceeds may vary from those allocations set out above due to future developments in relation to the advancement of the Guben Converter, the Georgia Lake Project or other projects, or unforeseen events, including one or more of the factors described under " Risk Factors" in this Prospectus Supplement, the Prospectus, the AIF, the Annual MD&A and the Interim MD&A. While the Company currently intends to allocate the net proceeds of the Offering and the Concurrent Private Placement as stated above, there may be circumstances where a reallocation of the net proceeds may be advisable for business reasons that management or the board of directors of the Company believes are in the Company's best interests.

PRIOR SALES

The following table summarizes all issuances by the Company of Common Shares and securities that are convertible into or exchangeable for Common Shares during the 12-month period preceding the date of this Prospectus Supplement.

Date of Issuance	Type ofSecurity	Number of Securities Issued	Issuance / Exercise PriceperSecurity
September 1, 2021 December 30, 2021 January 5, 2022 January 12, 2022 February 14, 2022 March 7, 2022 April 7, 2022 June 30, 2022	Options(1) Units(2) Units(2) Options(1) Options(1) Options(1) Options(1) Warrants(3)	475,000 9,430,476 331,429 1,196,000 100,000 25,000 1,000 750,000	$5.05 $6.77 $6.77 $6.08 $5.03 $4.19 $5.57 $6.08

Notes:

(1) Issued under the Company's stock option plan dated April 9, 2020 (the " Option Plan ").

(2) Issued pursuant to the Brokered Private Placement. Each unit consists of one Common Share and one Warrant, with each Warrant entitling the holder thereof to purchase one Common Share at an exercise price of $6.77 for a period of 30 months following the date of issuance of such Warrant, subject to accelerated expiry in certain circumstances.

(3) Issued pursuant to the Field Exploration Agreement between the Company and the First Nations Groups. See " Rock Tech Lithium Inc. – Recent Developments – Georgia Lake Project Operations " in the Prospectus for additional details.

PRICE RANGE AND TRADING VOLUME

The following table sets forth the monthly price ranges and closing prices and aggregate monthly trading volume of the Common Shares on the TSX-V from August 1, 2021 to August 11, 2022.

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TSX-V (RCK)[(1)]

Month 2021 August September October November December 2022 January February March April May June July August (1-11)	High ($) $5.97 $5.43 $9.38 $7.98 $7.70 $7.49 $5.89 $6.34 $6.01 $5.25 $4.97 $4.91 $5.05	Low ($) $4.92 $4.88 $4.16 $6.60 $5.54 $4.26 $4.00 $4.12 $4.69 $4.12 $3.76 $3.99 $3.96	Close ($) $5.05 $4.91 $7.90 $6.75 $7.56 $5.10 $4.64 $5.90 $4.95 $4.78 $4.15 $4.44 $4.00	Volume
				906,114 436,750 4,460,129 2,329,914 1,435,405 2,234,002 1,525,280 1,173,375 872,930 779,046 563,216 265,392 879,762

Note:

(1) Source: Bloomberg.

DESCRIPTION OF SECURITIES BEING OFFERED

The Offering consists of Units offered at the Offering Price of $3.50 per Unit. Each Unit will consist of one Unit Share and one-half of one Unit Warrant. The Units will separate into Unit Shares and Unit Warrants immediately upon issue. This Prospectus qualifies the distribution of the Units, including the Unit Shares, the Unit Warrants, the Over-Allotment Units, the Over-Allotment Shares and the Over-Allotment Warrants and the grant of the Over-Allotment Option.

Description of Common Shares

Rock Tech is authorized to issue an unlimited number of Common Shares. As of August 11, 2022, there were: (i) 73,254,774 Common Shares outstanding; (ii) 5,682,000 Common Shares issuable pursuant to the exercise of outstanding Options under the Option Plan; and (iii) 22,446,050 Common Shares issuable pursuant to the exercise of outstanding Warrants. See " Description of Securities – Common Shares " in the Prospectus for a description of the material attributes and characteristics of the Common Shares.

Description of Unit Warrants

The following is a summary of the material attributes and characteristics of the Unit Warrants. This summary does not purport to be complete and is subject to, and qualified in its entirety by reference to, the terms of the Warrant Indenture, which will be filed with the applicable Canadian securities regulatory authorities and available on SEDAR at www.sedar.com following Closing.

Each whole Unit Warrant issued pursuant to the Offering will entitle the holder thereof to purchase one Warrant Share, subject to adjustment in certain circumstances, at a price of $4.50 per Warrant Share, at any time prior to 4:30 p.m. (Toronto time) on the date that is 36 months from the Closing Date, at which time any unexercised Unit Warrants will expire and become void.

In the event that the volume weighted average trading price of the Common Shares for any ten (10) consecutive trading days on the TSX-V exceeds $6.75, the Company will have the right to accelerate the expiry date of the Unit Warrants by providing an Acceleration Notice within ten (10) business days of the occurrence of such event. If an Acceleration Notice is provided by the Company, the expiry of the Unit Warrants will be accelerated to the Accelerated Expiry Date, being the date that is thirty (30) days following the provision of such Acceleration Notice, unless the Accelerated Expiry Date falls on a day that is not a business day, in which case the Accelerated Expiry Date shall be deemed to be the next business day. Any unexercised Unit Warrants will expire and become void at 4:30 p.m. (Toronto time) on the Accelerated Expiry Date.

The Unit Warrants forming part of the Units will be issued pursuant to, and will be governed by, the Warrant Indenture to be entered into between the Company and the Warrant Agent as of the Closing Date. For greater certainty, the Warrant Indenture will also govern any Unit Warrants issued pursuant to, or in connection with, the Over-Allotment Option. The Company will appoint the principal transfer offices of the Warrant Agent in Vancouver, British Columbia as the location at which the Unit Warrants may be surrendered for exercise, transfer or exchange.

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The Unit Warrants may be issued in uncertificated form. Any Unit Warrants issued in certificated form will be evidenced by a warrant certificate substantially in the form attached to the Warrant Indenture. All Unit Warrants issued in the name of CDS may be in either a certificated or uncertificated form, such uncertificated form being evidenced by a book-entry position on the register of holders of Unit Warrants to be maintained by the Warrant Agent at its principal offices in Vancouver, British Columbia.

The Warrant Indenture will, among other things, include provisions for the adjustment in the class and number of the Warrant Shares to be issued upon exercise of the Unit Warrants and the exercise price of the Unit Warrants upon the occurrence of certain events, including any subdivision, consolidation or reclassification of the Common Shares, the payment of stock dividends and the amalgamation of the Company. No adjustment in the exercise price of the Unit Warrants will be required to be made unless the cumulative effect of such adjustment or adjustments would change the exercise price by at least 1%.

The Company will also covenant in the Warrant Indenture that, so long as any Unit Warrants remain outstanding, the Company will give notice to registered holders of Unit Warrants of certain stated events, including events that would result in an adjustment to the exercise price for the Unit Warrants or the class or number of Warrant Shares issuable upon exercise of the Unit Warrants, not less than 14 days prior to the record date of such event.

No fractional Warrant Shares will be issuable upon the exercise of any Unit Warrants. Any fractional Warrant Shares shall be rounded down to the nearest whole number and the holder of such Unit Warrant shall not be entitled to any compensation in respect of any fractional Warrant Share which is not issued. Holders of Unit Warrants will not have any voting or any other rights which a holder of Common Shares would have.

From time to time, the Company and the Warrant Agent, without the consent of the holders of Unit Warrants, may amend or supplement the Warrant Indenture for certain purposes, including the correction or rectification of any ambiguities, defective or inconsistent provisions or errors, provided that the rights of the Warrant Agent and the registered holders of Unit Warrants are in no way prejudiced thereby. Any amendment or supplement to the Warrant Indenture that prejudices the rights of the registered holders of Unit Warrants may only be made by "extraordinary resolution", which will be defined in the Warrant Indenture as a resolution either:

proposed at a meeting of the registered holders of Unit Warrants at which there are present in person or by proxy registered holders of Unit Warrants holding at least 25% of the aggregate number of the then outstanding Unit Warrants and passed by the affirmative vote of registered holders of Unit Warrants holding not less than 66 2/3% of the aggregate number of all the then outstanding Unit Warrants represented at the meeting and voted on the poll upon such resolution; or
adopted by an instrument in writing signed by the registered holders of Unit Warrants holding at least 66 2/3% of the aggregate number of the then outstanding Unit Warrants.

The Unit Warrants and the Warrant Shares have not been registered under the U.S. Securities Act or any U.S. state securities laws and the Unit Warrants will not be exercisable by, or on behalf of, or for the account or benefit of, a person in the United States or a U.S. person (as defined in Regulation S under the U.S. Securities Act), nor will certificates representing the Warrant Shares issuable upon exercise of the Unit Warrants be registered or delivered to an address in the United States, unless an exemption from registration under the U.S. Securities Act and all applicable U.S. state securities laws is available and documentation to that effect is provided in accordance with the terms of the Warrant Indenture.

CERTAIN CANADIAN FEDERAL INCOME TAX CONSIDERATIONS

The following is, as of the date hereof, a general summary of the principal Canadian federal income tax considerations under the Income Tax Act (Canada) (the " Tax Act ") and the regulations thereunder (the " Regulations ") generally applicable to an investor who acquires a Unit, consisting of one Unit Share and one-half of one Unit Warrant, as beneficial owner pursuant to the Offering and who, at all relevant times, for the purposes of the Tax Act, deals at arm's length with the Company and the Underwriters, is not affiliated with the Company or the Underwriters, and will acquire and hold such Unit Share and any Warrant Share upon exercise of a Unit Warrant (for the purposes of this summary, sometimes collectively referred to as " Shares ") and Unit Warrants as capital property (each, a " Holder "), all within the meaning of the Tax Act. Shares and Unit Warrants will generally be considered to be capital property to a Holder unless the Holder holds or uses the Shares or Unit Warrants, as applicable, or is deemed to hold or use the Shares or Unit Warrants, as applicable, in the course of carrying on a business of trading or dealing in securities or has acquired them or is deemed to have acquired them in a transaction or transactions considered to be an adventure in the nature of trade.

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This summary does not apply to a Holder (a) that is a "financial institution" for purposes of the mark to market rules contained in the Tax Act; (b) an interest in which is or would constitute a "tax shelter investment" as defined in the Tax Act; (c) that is a "specified financial institution" as defined in the Tax Act; (d) that is a corporation resident in Canada (for the purpose of the Tax Act), or a corporation that does not deal at arm's length (for purposes of the Tax Act) with a corporation resident in Canada, that is or becomes as part of a transaction or event or series of transactions or events that includes the acquisition of the Unit Shares or Warrant Shares, controlled by a non-resident person, or group of non-resident persons not dealing with each other at arm's length, for the purposes of the foreign affiliate dumping rules in Section 212.3 of the Tax Act; (e) that reports its "Canadian tax results", as defined in the Tax Act, in a currency other than Canadian currency; (f) that is exempt from tax under the Tax Act; or (g) that has entered into, or will enter into, a "synthetic disposition arrangement", "derivative forward agreement", or "dividend rental arrangement" with respect to the Shares or Unit Warrants, as those terms are defined in the Tax Act. Such Holders should consult their own tax advisors with respect to an investment in Shares and Unit Warrants.

This summary does not address the deductibility of interest by a Holder who has borrowed money or otherwise incurred debt in connection with the acquisition of Shares and Unit Warrants.

This summary is based upon the current provisions of the Tax Act and the Regulations in force as of the date hereof, any specific proposals to amend the Tax Act and the Regulations (the " Tax Proposals ") which have been announced by or on behalf the Minister of Finance (Canada) prior to the date hereof, the current provisions of the Canada-United States Tax Convention (1980) (the " Canada-U.S. Tax Convention "), and the Company's understanding of the current published administrative policies and assessing practices of the Canada Revenue Agency. This summary assumes that the Tax Proposals will be enacted in the form proposed and does not take into account or anticipate any other changes in law, whether by way of judicial, legislative or governmental decision or action, nor does it take into account provincial, territorial or foreign income tax legislation or considerations, which may differ from the Canadian federal income tax considerations discussed herein. No assurances can be given that the Tax Proposals will be enacted as proposed or at all, or that legislative, judicial or administrative changes will not modify or change the statements expressed herein.

This summary is not exhaustive of all possible Canadian federal income tax considerations applicable to an investment in Shares or Unit Warrants. This summary is of a general nature only and is not intended to be, nor should it be construed to be, legal or tax advice to any particular Holder. Holders should consult their own tax advisors with respect to the tax consequences applicable to them based on their own particular circumstances.

Allocation of Offering Price of Units

The Offering Price must be allocated on a reasonable basis between the Unit Share and the one-half of one Unit Warrant comprising a Unit to determine the cost of each to the Holder for purposes of the Tax Act. For its purposes, the Company intends to allocate $3.18 of the Offering Price of each Unit as consideration for the issue of each Unit Share and $0.32 of the Offering Price of each Unit as consideration for the issue of each one-half of one Unit Warrant. Although the Company believes that this allocation is reasonable, it is not binding on the Canada Revenue Agency or the Holder, and neither the Company's counsel nor the Underwriters' counsel expresses an opinion with respect to such allocation. The Holder's adjusted cost base of the Unit Share comprising a part of each Unit will be determined by averaging the cost allocated to the Unit Share with the adjusted cost base to the Holder of all Common Shares owned by the Holder as capital property immediately prior to such acquisition.

Exercise of Warrants

The exercise of a Unit Warrant to acquire a Warrant Share will be deemed not to constitute a disposition of property for purposes of the Tax Act. As a result, no gain or loss will be realized by a Holder upon the exercise of a Unit Warrant to acquire a Warrant Share. When a Unit Warrant is exercised, the Holder's cost of the Warrant Share acquired thereby will be equal to the aggregate of the Holder's adjusted cost base of such Unit Warrant and the exercise price paid for the Warrant Share. The Holder's adjusted cost base of the Warrant Share so acquired will be determined by averaging the cost of the Warrant Share with the adjusted cost base to the Holder of all Common Shares owned by the Holder as capital property immediately prior to such acquisition.

Residents of Canada

The following portion of this summary is applicable to a Holder who, for the purposes of the Tax Act, is resident or deemed to be resident in Canada at all relevant times (each, a " Resident Holder "). Certain Resident Holders whose Shares might not otherwise qualify as capital property may be entitled to make an irrevocable election pursuant to subsection 39(4) of the Tax Act to have the Shares, and every other "Canadian security" (as defined by the Tax Act) owned by such Resident Holder in the taxation year of the election and in all subsequent taxation years, deemed to be capital property. This election does not apply

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to Unit Warrants. Resident Holders should consult their own tax advisors for advice as to whether an election under subsection 39(4) of the Tax Act is available or advisable in their particular circumstances.

Expiry of Unit Warrants

In the event of the expiry of an unexercised Unit Warrant, a Resident Holder generally will realize a capital loss equal to the Resident Holder's adjusted cost base of such Unit Warrant. The tax treatment of capital gains and capital losses is discussed in greater detail below under the subheading " Taxation of Capital Gains and Losses ".

Taxation of Dividends

Dividends received or deemed to be received on the Shares will be included in computing a Resident Holder's income. In the case of a Resident Holder who is an individual (including certain trusts), dividends (including deemed dividends) received on the Shares will be included in the Resident Holder's income and be subject to the gross-up and dividend tax credit rules applicable to taxable dividends received by an individual from taxable Canadian corporations, including the enhanced gross-up and dividend tax credit for "eligible dividends", if any, that are properly designated as such by the Company. There may be limitations on the ability of the Company to designate dividends as eligible dividends.

In the case of a Resident Holder that is a corporation, dividends (including deemed dividends) received on the Shares will be included in the Resident Holder's income and will normally be deductible in computing such Resident Holder's taxable income, subject to all restrictions under the Tax Act. In certain circumstances, subsection 55(2) of the Tax Act will treat a taxable dividend received by a Resident Holder that is a corporation as proceeds of disposition or a capital gain. Resident Holders that are corporations should consult their own tax advisors having regard to their own circumstances.

A Resident Holder that is a "private corporation" or "subject corporation" (as such terms are defined in the Tax Act) may be liable to pay an additional tax under Part IV of the Tax Act on dividends received or deemed to be received on the Shares to the extent that such dividends are deductible in computing the Resident Holder's taxable income for the year. Such additional tax may be refundable in certain circumstances. Resident Holders should contact their own tax advisors in this regard.

A Resident Holder that is throughout the relevant taxation year a "Canadian controlled private corporation" (a " CCPC ") as defined in the Tax Act or that is or is deemed to be a "substantive CCPC" (as proposed to be defined in the Tax Act pursuant to Proposals released on August 9, 2022) at any time in a taxation year may be liable to pay an additional refundable tax on its "aggregate investment income" (as defined in the Tax Act) for the year, which is defined to include an amount in respect of dividends or deemed dividends that are not deductible in computing taxable income. Resident Holders that are corporations should consult their own tax advisers in this regard.

Dividends received by a Resident Holder who is an individual (including certain trusts) may result in such Resident Holder being liable for minimum tax under the Tax Act. Resident Holders who are individuals should consult their own tax advisors in this regard.

Disposition of Shares and Unit Warrants

A Resident Holder who disposes of, or is deemed to have disposed of, a Share (other than to the Company, unless purchased by the Company in the open market in the manner in which shares are normally purchased by any member of the public in the open market) or a Unit Warrant (other than the exercise of a Unit Warrant to acquire Warrant Shares) will realize a capital gain (or incur a capital loss) equal to the amount by which the proceeds of disposition in respect of the Share or Warrant, as applicable, exceed (or are exceeded by) the aggregate of the adjusted cost base to the Resident Holder of such security immediately before the disposition or deemed disposition and any reasonable expenses incurred for the purpose of making the disposition. The adjusted cost base to a Resident Holder of a Share will be determined by averaging the cost of that Share with the adjusted cost base (determined immediately before the acquisition of the Share) of all other Common Shares held as capital property at that time by the Resident Holder. The tax treatment of capital gains and capital losses is discussed in greater detail below under the subheading " Taxation of Capital Gains and Losses ".

Taxation of Capital Gains and Losses

Generally, one-half of any capital gain (a " taxable capital gain ") realized by a Resident Holder must be included in the Resident Holder's income for the taxation year in which the disposition occurs. Subject to and in accordance with the provisions of the Tax Act, one-half of any capital loss incurred by a Resident Holder (an " allowable capital loss ") must generally be deducted from taxable capital gains realized by the Resident Holder in the taxation year in which the disposition occurs.

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Allowable capital losses in excess of taxable capital gains for the taxation year of disposition generally may be carried back and deducted in the three preceding taxation years or carried forward and deducted in any subsequent year against taxable capital gains realized in such years, in the circumstances and to the extent provided in the Tax Act.

A capital loss realized on the disposition of a Share by a Resident Holder that is a corporation may in certain circumstances be reduced by the amount of dividends which have been previously received or deemed to have been received by the Resident Holder on the Share or a share substituted therefor. Similar rules may apply where a corporation is, directly or indirectly through a trust or partnership, a member of a partnership or a beneficiary of a trust that owns Shares. A Resident Holder to which these rules may be relevant is urged to consult its own tax advisor.

A Resident Holder that is throughout the relevant taxation year a "Canadian-controlled private corporation" (as defined in the Tax Act) or that is or is deemed to be a "substantive CCPC" (as proposed to be defined in the Tax Act pursuant to Proposals released on August 9, 2022) at any time in a taxation year, may be liable to pay an additional refundable tax on its "aggregate investment income" (as defined in the Tax Act) for the year, which is defined to include an amount in respect of taxable capital gains. Resident Holders that are corporations should consult their own tax advisers in this regard.

Capital gains realized by a Resident Holder who is an individual (including certain trusts) may result in such Resident Holder being liable for minimum tax under the Tax Act. Resident Holders who are individuals should consult their own tax advisors in this regard.

Non-Residents of Canada

The following portion of this summary is applicable to a Holder who, for purposes of the Tax Act and at all relevant times, is not resident or deemed to be resident in Canada, does not use or hold, and will not be deemed to use or hold, Shares or Unit Warrants in a business carried on in Canada, and is not an insurer that carries on business in Canada and elsewhere (each, a " Non-Resident Holder "). The term "U.S. Holder," for the purposes of this summary, means a Non-Resident Holder who, for purposes of the Canada-U.S. Tax Convention, is at all relevant times a resident of the United States and is a "qualifying person" within the meaning of the Canada-U.S. Tax Convention eligible for the full benefits of the Canada-U.S. Tax Convention. In some circumstances, persons deriving amounts through fiscally transparent entities (including limited liability companies) may be entitled to benefits under the Canada-U.S. Tax Convention. U.S. Holders are urged to consult their own tax advisors to determine their entitlement to benefits under the Canada-U.S. Tax Convention and related compliance requirements based on their particular circumstances.

Special considerations, which are not discussed in this summary, may apply to a Non-Resident Holder that is an insurer that carries on an insurance business in Canada and elsewhere or that is an "authorized foreign bank" (as defined in the Tax Act). Such Non-Resident Holders should consult their own advisors.

Taxation of Dividends

Subject to an applicable tax treaty or convention, dividends paid or credited, or deemed to be paid or credited, to a Non-Resident Holder on the Shares will be subject to Canadian withholding tax under the Tax Act at the rate of 25% of the gross amount of the dividend. Such rate is generally reduced under the Canada-U.S. Tax Convention to 15% of the gross amount of the dividend if the beneficial owner of such dividend is a U.S. Holder. The rate of withholding tax is generally further reduced to 5% if the beneficial owner of such dividend is a U.S. Holder that is a company that owns, directly or indirectly, at least 10% of the voting stock of the Company. Non-Resident Holders should consult their own tax advisors to determine their entitlement to benefits under any applicable tax treaty or convention based on their particular circumstances.

Disposition of Shares

A Non-Resident Holder will not be subject to tax under the Tax Act in respect of any capital gain, or entitled to deduct any capital loss, realized by such Non-Resident Holder on a disposition of Shares or Unit Warrants, unless the Shares or Unit Warrants constitute "taxable Canadian property" (as defined in the Tax Act) of the Non-Resident Holder at the time of the disposition and are not "treaty-protected property" (as defined in the Tax Act) of the Non-Resident Holder at the time of the disposition.

Generally, as long as the Common Shares are then listed on a designated stock exchange (which currently includes the TSXV), the Shares and Unit Warrants will not constitute taxable Canadian property of a Non-Resident Holder, unless at any time during the 60-month period immediately preceding the disposition the following two conditions are met concurrently: (a) the Non-Resident Holder, persons with which the Non-Resident Holder does not deal at arm's length, partnerships whose members

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include, either directly or indirectly through one or more partnerships, the Non-Resident Holder and/or persons which do not deal at arm's length with the Non-Resident Holder, or any combination of the foregoing, owned 25% or more of the issued shares of any class or series of shares of the capital stock of the Company, and (b) more than 50% of the fair market value of the Shares was derived directly or indirectly, from one or any combination of real or immovable property situated in Canada, "Canadian resource properties", "timber resource properties" (each as defined in the Tax Act), and options in respect of or interests in, or for civil law rights in, any such property (whether or not such property exists). Notwithstanding the foregoing, Shares or Unit Warrants may also be deemed to be "taxable Canadian property" of a Non-Resident Holder in other circumstances under the Tax Act. The Shares and Unit Warrants will constitute "treaty-protected property" for the purposes of the Tax Act only if any income or gain from the disposition of such Shares and Unit Warrants is exempt from tax under Part I of the Tax Act pursuant to the terms of an applicable income tax treaty or convention.

- The Shares of a U.S. Holder will generally constitute "treaty protected property" for purposes of the Tax Act unless the value of the Shares is derived principally from real property situated in Canada. For this purpose, "real property" has the meaning that term has under the laws of Canada and includes any option or similar right in respect thereof and in any case, includes usufruct of real property, rights to explore for or to exploit mineral deposits, sources and other natural resources and rights to amounts computed by reference to the amount or value of production from such resources.

If Shares or Unit Warrants are taxable Canadian property of a Non-Resident Holder and are not treaty-protected property of the Non-Resident Holder at the time of their disposition, the consequences above under " Residents of Canada – Disposition of Shares " and " Residents of Canada - Taxation of Capital Gains and Losses " will generally apply.

Non-Resident Holders whose Shares may constitute taxable Canadian property should consult their own advisors.

ELIGIBILITY FOR INVESTMENT

In the opinion of Blake, Cassels & Graydon LLP, Canadian counsel to the Company, and Borden Ladner Gervais LLP, Canadian counsel to the Underwriters, based on the current provisions of the Tax Act and the Regulations, the Unit Shares, Unit Warrants and Warrant Shares, if issued on the date hereof, would be a "qualified investment" under the Tax Act and the Regulations for a trust governed by a "registered retirement savings plan", "registered retirement income fund", "tax-free savings account", "registered education savings plan", "registered disability savings plan" (each one a " Registered Plan "), or a "deferred profit sharing plan" (as those terms are used in the Tax Act), provided that at the time of acquisition (a) the Common Shares are listed on a "designated stock exchange" as defined in the Tax Act (which includes the TSX-V), and (b) in the case of a Unit Warrant, the Company is not a "connected person" (as defined in the Regulations) under the Registered Plan. A "connected person" under a Registered Plan is defined in the Regulations as a person who is an annuitant, a beneficiary, an employer or a subscriber under, or a holder of, the Registered Plan and any person who does not deal at arm's length with that person.

Notwithstanding that Unit Shares, Unit Warrants or Warrant Shares may be a qualified investment for a Registered Plan, if such securities are a "prohibited investment" within the meaning of the Tax Act for the Registered Plan, the holder, annuitant or subscriber of the Registered Plan, as the case may be (the " Controller "), will be subject to penalty taxes as set out in the Tax Act. The Unit Shares, Unit Warrants and Warrant Shares will generally be a "prohibited investment" for a Registered Plan if the Controller does not deal at arm's length with the Company for the purposes of the Tax Act or has a "significant interest" (as defined in the Tax Act for purposes of the prohibited investment rules) in the Company. In addition, the Unit Shares, Unit Warrants and Warrant Shares will not be a "prohibited investment" if such securities are "excluded property" within the meaning of the Tax Act, for the Registered Plan.

Investors who intend to hold their Unit Shares, Unit Warrants or Warrant Shares in Registered Plans should consult their own tax advisors with respect to whether such securities would be a prohibited investment or would be excluded property, having regard to their particular circumstances.

PLAN OF DISTRIBUTION

General

The following summary of certain provisions of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Underwriting Agreement. A copy of the Underwriting Agreement is available on SEDAR at www.sedar.com.

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Pursuant to the Underwriting Agreement and subject to the terms and conditions thereof, the Company has agreed to sell and the Underwriters have agreed to purchase, as principals, severally and not jointly nor jointly and severally, an aggregate of 8,767,600 Units at a price of $3.50 per Unit, for aggregate gross proceeds of $30,686,600, payable in cash to the Company against delivery of such Units on the Closing Date.

Underwriter	Number of Units
TD Securities Inc. ................................................................................................................... Cantor Fitzgerald Canada Corporation .................................................................................... Berenberg Capital Markets, LLC ........................................................................................... Total........................................................................................................................................	.3,068,660 .2,849,470 .2,849,470 .8,767,600

Underwriter

Number of
Units

TD Securities Inc. ...................................................................................................................
Cantor Fitzgerald Canada Corporation ....................................................................................
Berenberg Capital Markets, LLC ...........................................................................................
Total........................................................................................................................................

.3,068,660
.2,849,470
.2,849,470
.8,767,600

Each Unit will consist of one Unit Share and one-half of one Unit Warrant. Each Unit Warrant will entitle the holder thereof to purchase, subject to adjustment in certain circumstances, one Warrant Share at an exercise price of $4.50 per Warrant Share at any time at or prior to 4:30 p.m. (Toronto time) on the date that is 36 months following the Closing Date, at which time any unexercised Unit Warrants will expire and become void. In the event the volume weighted average trading price of the Common Shares for any ten (10) consecutive trading days on the TSX-V exceeds $6.75, the Company will have the right, but not the obligation, to accelerate the expiry date of the Unit Warrants by providing an Acceleration Notice within ten (10) business days of the occurrence of such event. If an Acceleration Notice is provided by the Company, the expiry of the Unit Warrants will be accelerated to the Accelerated Expiry Date, being the date that is thirty (30) days following the provision of such Acceleration Notice, unless the Accelerated Expiry Date falls on a day that is not a business day, in which case the Accelerated Expiry Date shall be deemed to be the next business day. Any unexercised Unit Warrants will expire and become void at 4:30 p.m. (Toronto time) on the Accelerated Expiry Date.

The Unit Warrants will be governed by the terms of the Warrant Indenture to be entered into as of the Closing Date between the Company and the Warrant Agent. The Warrant Indenture will contain provisions designed to protect holders of the Unit Warrants against dilution upon the happening of certain events. No fractional Warrant Shares will be issuable upon the exercise of any Unit Warrants. Any fractional Warrant Shares shall be rounded down to the nearest whole number and the holder of such Unit Warrant shall not be entitled to any compensation in respect of any fractional Warrant Share which is not issued. See " Description of Securities Being Offered ".

The obligations of the Underwriters under the Underwriting Agreement are several (and not joint or joint and several) and conditional and may be terminated at their discretion on the occurrence of certain stated events, including customary "regulatory out", "material change", "disaster out", "cease trade out", "material breach" and "market out" rights of termination. In addition, Closing of the Offering is conditional on the prior closing of the Concurrent Private Placement. The Underwriters are, however, obligated to take up and pay for all of the Units if any of the Units are purchased under the Underwriting Agreement.

Pursuant to the Underwriting Agreement, in consideration for the services rendered by the Underwriters in connection with the Offering, the Company has agreed to pay the Underwriters the Underwriting Commission equal to 5.0% of the aggregate gross proceeds of the Offering, including any proceeds realized pursuant to the exercise of the Over-Allotment Option. The Underwriting Commission is payable in cash on the Closing Date. In addition, pursuant to the Underwriting Agreement, the Company may, but shall be under no obligation to, pay to the Underwriters a Discretionary Fee equal to up to 1% of the aggregate gross proceeds of the Offering, including, for greater certainty, any proceeds realized from any exercise of the OverAllotment Option. In determining whether to pay all or any amount of the Discretionary Fee, the Company shall be entitled to consider, among other things, the Company's satisfaction with the services provided by the Underwriters in relation to the Offering, including the quality, efficiency and ability thereof. The payment of a Discretionary Fee, the amount of any such Discretionary Fee and the allocation of any such Discretionary Fee amongst the Underwriters is solely at the discretion of the Company. Furthermore, the expenses of the Offering, which are estimated to be $800,000, will be paid from the general funds of the Company or the proceeds of the Offering or a combination thereof.

The Offering Price was determined by arm's length negotiations between the Company and the Joint Bookrunners with reference to the prevailing market price of the Common Shares and other factors. The Underwriters propose to offer the Units initially at the Offering Price specified on the cover page of this Prospectus Supplement. After the Underwriters have made a reasonable effort to sell all of the Units at the price specified on the cover page of this Prospectus Supplement, the Offering Price may be decreased and may be further changed from time to time to an amount not greater than that set out on the cover page of this Prospectus Supplement, and the compensation realized by the Underwriters will be decreased by the amount that the aggregate price paid by purchasers for Units is less than the gross proceeds paid by the Underwriters to the Company. Any such reduction will therefore not affect the proceeds received by the Company. The Underwriters may form a selling group

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including other qualified investment dealers and determine the fee payable to the members of such group, which fee will be paid by the Underwriters out of their fees and at no additional cost to the Company.

Subscriptions for the Units will be received, subject to rejection or allotment, in whole or in part, and the right is reserved to close the subscription books at any time without notice. It is expected that Closing will take place on August 19, 2022, or such other date as may be agreed upon by the Underwriters and the Company, but in any event not later than August 26, 2022.

The Offering is being made concurrently in each of the provinces of Canada, excluding Québec, through those Underwriters or their affiliates who are registered to offer the Units for sale in such provinces and such other registered dealers as may be designated by the Underwriters. In addition, the Underwriters may offer the Units and any Over-Allotment Securities outside of Canada in compliance with local securities laws and in accordance with the Underwriting Agreement. The Company is not making, and this Prospectus Supplement and the Prospectus does not constitute, an offer to sell or a solicitation of an offer to buy the Units or any Over-Allotment Securities in any jurisdiction where such offer or solicitation is not permitted. Berenberg is not registered as an investment dealer in any Canadian jurisdiction and accordingly will only sell Units and Over-Allotment Securities outside of Canada.

Pursuant to the Underwriting Agreement, the Company has agreed that it will not, without the prior written consent of the Joint Bookrunners, on behalf of the Underwriters, such consent not be unreasonably withheld or delayed, during the period commencing on the date of the Underwriting Agreement and ending 90 days following the Closing Date issue, offer, sell, negotiate or enter into any agreement to issue, sell, grant any option to purchase, transfer, assign or otherwise dispose of any Common Shares or any securities convertible into or exchangeable for Common Shares or otherwise transfer economic interest in equity securities of the Company, or announce any intention to do any of the foregoing, provided, however, that the foregoing restrictions shall not apply to securities issued: (i) in connection with the exchange, transfer, conversion or exercise rights of existing outstanding securities or existing commitments to issue securities as of the date of the Underwriting Agreement; and (ii) pursuant to the Option Plan; (iii) in connection with the Concurrent Private Placement; and (iv) upon exercise of the Unit Warrants, Over-Allotment Warrants and Placement Warrants.

In addition, the Company has also agreed to use commercially reasonable efforts to cause each of the directors and executive officers of the Company to enter into lock-up agreements, pursuant to which each such person agrees to not, for a period ending 90 days after the Closing Date, without the prior written consent of the Joint Bookrunners, on behalf of the Underwriters, such consent not to be unreasonably withheld or delayed, directly or indirectly offer, sell, contract to sell, grant any option to purchase, make any short sale, or otherwise dispose of, transfer or announce any intention to do so, any Common Shares or any securities convertible into or exchangeable for Common Shares, whether currently owned directly or indirectly, or under their control or direction, or with respect to which such person has beneficial ownership or enter into any transaction or arrangement that has the effect of transferring, in whole or in part, any of the economic consequences of ownership of Common Shares, whether such transaction is settled by the delivery of Common Shares, other securities, cash or otherwise, subject to certain exemptions from such restrictions as set out in the Underwriting Agreement, including pursuant to: (i) a take-over bid, arrangement or similar transaction involving the acquisition of the Company; or (ii) the exercise of Options, Warrants or other convertible securities outstanding as at Closing.

Pursuant to the terms of the Underwriting Agreement, the Company has agreed to indemnify the Underwriters, their affiliates, and their respective directors, officers, employees and agents against certain liabilities and expenses related to the Offering. The Company has also agreed to contribute to payments the Underwriters may be required to make in respect of such liabilities.

The Company has applied to list the Unit Shares, the Unit Warrants and the Warrant Shares qualified hereby on the TSX-V. Listing will be subject to Rock Tech fulfilling all of the listing requirements of the TSX-V.

There is currently no market through which the Unit Warrants may be sold and purchasers may not be able to resell the Unit Warrants. This may affect the pricing of the Unit Warrants in the secondary market, the transparency and availability of trading prices, the liquidity of the Unit Warrants and the extent of issuer regulation. See " Risk Factors ".

Over-Allotment Option

The Company has granted to the Underwriters the Over-Allotment Option, exercisable in whole or in part and from time to time, at any time up to and including 5:00 p.m. (Toronto time) on the date that is 30 days following the Closing Date, to purchase from the Company, at the Underwriters' election, up to such number of Over-Allotment Units, Over-Allotment Shares, and/or Over-Allotment Warrants as is equal, in the aggregate, to 15% of the total number of Units specified on the cover page of this Prospectus Supplement, to cover over-allotments, if any, and for market stabilization purposes. The Over-Allotment Option may be exercised by the Underwriters to acquire: (i) Over-Allotment Units at the Offering Price; (ii) Over-Allotment

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Shares at a price of $3.18 per Over-Allotment Share; (iii) Over-Allotment Warrants at a price of $0.64 per Over-Allotment Warrant; or (iv) any combination of Over-Allotment Units, Over-Allotment Shares and Over-Allotment Warrants, so long as the aggregate number of Over-Allotment Shares and Over-Allotment Warrants which may be issued under the Over-Allotment Option does not exceed 1,315,140 Over-Allotment Shares and 657,570 Over-Allotment Warrants. This Prospectus Supplement, together with the Prospectus, qualifies the grant of the Over-Allotment Option and the distribution of any Over-Allotment Units, Over-Allotment Shares and Over-Allotment Warrants upon exercise of the Over-Allotment Option. A purchaser who acquires securities forming part of the Underwriters' over-allocation position acquires those securities under this Prospectus Supplement, together with the Prospectus, regardless of whether the over-allocation position is ultimately filled through the exercise of the Over-Allotment Option or secondary market purchases.

Price Stabilization, Short Positions and Passive Market Making

In connection with the Offering and subject to applicable laws, the Underwriters may over-allot or effect transactions that stabilize or maintain the market price of the Common Shares at levels other than those which might otherwise prevail on the open market, including: stabilizing transactions; short sales (i.e., the sale by the Underwriters of a greater number of Common Shares than the number of Unit Shares they are required to purchase in the Offering); purchases to cover positions created by short sales; the imposition of penalty bids; and syndicate covering transactions. Such transactions, if commenced, may be discontinued at any time.

Stabilizing transactions consist of bids or purchases made for the purpose of preventing or mitigating a decline in the market price of the Common Shares while the Offering is in progress. A short position is more likely to be created if the Underwriters are concerned that there may be downward pressure on the price of the Common Shares in the open market after pricing that could adversely affect investors who purchase in the Offering. Stabilizing transactions consist of various bids for or purchases of Common Shares made by the Underwriters in the open market prior to the completion of the Offering.

In addition, in accordance with rules and policy statements of certain Canadian securities regulatory authorities, the Underwriters may not, at any time during the period ending on the date the selling process for the Units ends and all stabilization arrangements relating to the Units are terminated, bid for or purchase Common Shares. The foregoing restriction is, however, subject to exceptions where the bid or purchase is not made for the purpose of creating actual or apparent active trading in, or raising the price of, the Common Shares. These exceptions include a bid or purchase permitted under the policies, by-laws and rules of applicable regulatory authorities and the TSX-V, including the Universal Market Integrity Rules for Canadian Marketplaces, relating to market stabilization and passive market making activities and a bid or purchase made for and on behalf of a customer where the order was not solicited during the period of distribution.

As a result of these activities, the price of the Common Shares may be higher than the price that otherwise might exist in the open market. The Underwriters are not required to engage in any of these activities and if these activities are commenced, they may be discontinued by the Underwriters at any time. The Underwriters may carry out these transactions on any stock exchange on which the Common Shares are listed, in the over-the-counter market, or otherwise.

Non-Certificated Inventory System

At the Closing, it is anticipated that the Units will immediately separate into Unit Shares and Unit Warrants and will be delivered under the book-based system through CDS or its nominee and deposited in electronic form. Except in certain circumstances, a purchaser of Units will receive only a customer confirmation from the registered dealer from or through whom the Units are purchased and who is a CDS participant. CDS will record the CDS participants who hold Unit Shares and Unit Warrants on behalf of owners who have purchased Unit Shares and Unit Warrants in accordance with the book-based system. No definitive certificates will be issued unless specifically requested or required.

No Registration in the United States of America

The Units, the Unit Shares and the Unit Warrants comprising the Units, the Common Shares and the Warrant Shares issuable upon exercise of the Unit Warrants, have not been, and will not be, registered under the U.S. Securities Act or the securities laws of any state of the United States, and accordingly may not be offered, sold or delivered, directly or indirectly, in the United States except in transactions exempt from the registration requirements of the U.S. Securities Act and applicable state securities laws. Each Underwriter has agreed that it will re-offer and re-sell the Units, the Unit Shares or the Unit Warrants that it acquires pursuant to the Underwriting Agreement in the United States only to persons who are "qualified institutional buyers" (as such term is defined in Rule 144A under the U.S. Securities Act) in compliance with Rule 144A under the U.S. Securities Act and applicable United States state securities laws. The Underwriting Agreement also provides that the Underwriters may re-offer and re-sell the Units, the Unit Shares and the Unit Warrants that they acquire pursuant to the Underwriting Agreement outside

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the United States in accordance with Rule 903 of Regulation S under the U.S. Securities Act. This Prospectus Supplement does not constitute an offer to sell or a solicitation of an offer to buy any of the Units, the Unit Shares, the Unit Warrants, the Common Shares or the Warrant Shares in the United States. In addition, until 40 days after the commencement of the Offering, an offer or sale of the Units, the Unit Shares or the Unit Warrants in the United States by any dealer (whether or not participating in the Offering) may violate the registration requirements of the U.S. Securities Act if such offer or sale is made other than in accordance with an exemption from such registration requirements. Any Units, Unit Shares, Unit Warrants, Common Shares and Warrant Shares offered or sold in the United States will be "restricted securities" within the meaning of Rule 144(a)(3) under the U.S. Securities Act and may only be offered, sold, pledged or otherwise transferred pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable United States state securities laws.

The Units, Unit Shares, Unit Warrants, Common Shares and the Warrant Shares have not been registered under the U.S. Securities Act or any U.S. state securities laws and the Unit Warrants will not be exercisable by, or on behalf of, or for the account or benefit of, a person in the United States or a U.S. person (as defined in Regulation S under the U.S. Securities Act), nor will certificates representing the Warrant Shares issuable upon exercise of the Unit Warrants be registered or delivered to an address in the United States, unless an exemption from registration under the U.S. Securities Act and all applicable U.S. state securities laws is available and documentation to that effect is provided in accordance with the terms of the Warrant Indenture.

Notice to Investors

Notice to prospective investors in the European Economic Area and the United Kingdom

In relation to each Member State of the European Economic Area (each a " Member State ") and, until the expiry of the period during which the United Kingdom continues to be subject to European Union law without being a Member State (the " Transition Period "), no Units, Unit Shares or Unit Warrants have been offered or will be offered pursuant to the Offering to the public in that Member State or the United Kingdom prior to the publication of a prospectus in relation to such securities which has been approved by the competent authority in that Member State or the United Kingdom or, where appropriate, approved in another Member State or the United Kingdom and notified to the competent authority in that Member State or the United Kingdom, all in accordance with the Prospectus Regulation, except that offers of Units, Unit Shares or Unit Warrants may be made to the public in that Member State or the United Kingdom at any time under the following exemptions under the Prospectus Regulation: (i) to any legal entity which is a qualified investor as defined in the Prospectus Regulation; (ii) to fewer than 150 natural or legal persons (other than qualified investors as defined in the Prospectus Regulation), subject to obtaining the prior consent of the representatives for any such offer; or (iii) in any other circumstances falling within Article 1(4) of the Prospectus Regulation, provided that no such offer of Units, Unit Shares or Unit Warrants shall result in a requirement for the publication by Rock Tech or any Underwriter of a prospectus pursuant to Article 3 of the Prospectus Regulation or supplement to a prospectus pursuant to Article 23 of the Prospectus Regulation.

For the purposes of this provision, the expression an "offer to the public" in relation to any Units, Unit Shares or Unit Warrants in any Member State or the United Kingdom means the communication in any form and by any means of sufficient information on the terms of the offer and any Units, Unit Shares or Unit Warrants, as applicable, to be offered so as to enable an investor to decide to purchase any such securities and the expression "Prospectus Regulation" means Regulation (EU) 2017/1129.

Notice to prospective investors in Switzerland

This document is not intended to constitute an offer or solicitation to purchase or invest in the Units, Unit Shares or Unit Warrants described herein. The Units, Unit Shares and Unit Warrants may not be publicly offered, sold or advertised, directly or indirectly, in, into or from Switzerland and will not be listed on the SIX Swiss Exchange or on any other exchange or regulated trading venue in Switzerland. Neither this document nor any other offering or marketing material relating to the Units, Unit Shares or Unit Warrants constitutes a prospectus as such term is understood pursuant to article 652a or article 1156 of the Swiss Code of Obligations or a listing prospectus within the meaning of the listing rules of the SIX Swiss Exchange or any other regulated trading venue in Switzerland, and neither this document nor any other offering or marketing material relating to the Units, Unit Shares or Unit Warrants may be publicly distributed or otherwise made publicly available in Switzerland.

Notice to prospective investors in the United Kingdom

Each Underwriter has represented and agreed that: (i) it has only communicated or caused to be communicated and will only communicate or cause to be communicated an invitation or inducement to engage in investment activity (within the meaning of Section 21 of the Financial Services and Markets Act 2000 (" FSMA ")) received by it in connection with the issue or sale of the Units, Unit Shares or Unit Warrants in circumstances in which Section 21(1) of the FSMA does not apply to the Company;

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and (ii) it has complied and will comply with all applicable provisions of the FSMA with respect to anything done by it in relation to the Units, Unit Shares or Unit Warrants in, from or otherwise involving the United Kingdom.

After the expiry of the Transition Period, no Units, Unit Shares or Unit Warrants have been offered or will be offered pursuant to the Offering to the public in the United Kingdom prior to the publication of a prospectus in relation to such securities which has been approved by the Financial Conduct Authority in accordance with the FSMA, as amended, except that offers of Units, Unit Shares or Unit Warrants may be made to the public in the United Kingdom at any time under the following exemptions under the FSMA, as amended: (i) to any legal entity which is a qualified investor as defined under the FSMA; (ii) to fewer than 150 natural or legal persons (other than qualified investors as defined under the FSMA), subject to obtaining the prior consent of the representatives for any such offer; or (iii) in any other circumstances falling within Section 86 of the FSMA, as amended, provided that no such offer of Units, Unit Shares or Unit Warrants shall require the Company or the Underwriters to publish a prospectus pursuant to Section 85 of the FSMA or supplement a prospectus pursuant to Section 87G of the FSMA.

For the purposes of this provision, the expression an "offer to the public" in relation to any Units, Unit Shares or Unit Warrants in the United Kingdom means the communication in any form and by any means of sufficient information on the terms of the offer and any Units, Unit Shares or Unit Warrants, as applicable, to be offered so as to enable an investor to decide to purchase or subscribe for any such securities.

RISK FACTORS

Investing in the Company's securities is speculative and involves a high degree of risk due to the nature of Rock Tech's business and the present stage of its development. The following risk factors, as well as risks currently unknown to Rock Tech, could materially adversely affect the Company's future business, operations and financial condition and could cause them to differ materially from the estimates described in forward-looking statements relating to the Company, or its business, operations or financial results, each of which could cause purchasers of Rock Tech's securities to lose part or all of their investment. The risks set out below are not the only risks the Company faces; risks and uncertainties not currently known to the Company or that Rock Tech currently deems to be immaterial may also materially and adversely affect the Company's business, financial condition, results of operations and prospects. In addition to the other information contained in this Prospectus Supplement, the Prospectus and the documents incorporated by reference therein, you should carefully consider the risks described below, as well as the risks described under the "Risk Factors" section of the Prospectus, the AIF, the Annual MD&A and the Interim MD&A before purchasing any Units.

Management will have discretion in the use of proceeds.

The Company currently intends to allocate the net proceeds received from the Offering and Concurrent Private Placement as described under " Use of Proceeds "; however, management will have broad discretion in the actual application of the net proceeds, and may elect to allocate the net proceeds differently from the allocation described under " Use of Proceeds " if it believes it would be in the Company's best interests to do so. You may not agree with how the Company allocates or spends the proceeds from the Offering and the Concurrent Private Placement. Rock Tech may pursue acquisitions, joint venture arrangements, partnerships, or other opportunities that do not result in an increase in the market value of the Company's securities, including the market value of the Common Shares, and that may increase the Company's losses.

Future sales or issuances of equity securities could decrease the value of any existing Common Shares and dilute investors' voting power.

The Company is authorized to issue an unlimited number of Common Shares and expects to issue additional Common Shares in the future, which will result in dilution to existing shareholders. In particular, the Company may sell additional equity securities (including Common Shares and securities convertible or exchangeable into Common Shares) to finance its operations, exploration, development, acquisitions or other projects. The board of directors of the Company, subject to applicable law and the policies of the TSX-V, has the discretion to determine if an issuance of Common Shares or other equity securities is warranted, and, if so warranted, the price at which such issuance is to be effected, the size of such issuance and all other terms of such issuance. The Company also expects to grant additional Options to employees, directors, and consultants of the Company under its Option Plan. Any such issuances of additional Common Shares and securities convertible or exchangeable into Common Shares may cause existing shareholders to experience significant dilution of their ownership interests and the per share value of the Common Shares to decline.

In addition, a decrease in the market price of the Common Shares could adversely affect the liquidity of the Common Shares on the TSX-V. The Company's shareholders may be unable, as a result, to sell significant quantities of the Common Shares into the public trading markets. The Company may not, as a result, have sufficient liquidity to meet the continued listing

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requirements of the TSX-V, the OTCQX or the Frankfurt Stock Exchange. Sales of the Common Shares by shareholders might also make it more difficult for the Company to sell equity or debt securities at a time and price that it deems appropriate, which may have a material adverse effect on the Company's business, financial conditions and results of operations.

The Common Shares are subject to various factors that have historically made share prices volatile.

The market price of the Common Shares has fluctuated in the past and the Company expects the market price of the Common Shares and the Unit Warrants, if listed, to fluctuate in the future. The market price of the Common Shares and the Unit Warrants, if listed, may increase or decrease in response to a number of events and factors, many of which are beyond the Company's control, including: actual or anticipated fluctuations in the Company's operating performance; changes in the economic performance or market valuations of other issuers that investors deem comparable to the Company; volatility in commodity prices; the addition or departure of the Company's executive officers and other key personnel; the number of outstanding Common Shares or securities convertible into Common Shares; sales or perceived sales of Common Shares or securities convertible into Common Shares; the public's reaction to the Company's press releases, material change reports, other public announcements and other filings with the various securities regulatory authorities; the public's perception of the lithium industry and reaction to the developments therein; recommendations by research analysts who track the Common Shares or the shares of other companies in the lithium sector; changes in general economic and/or political conditions; technological or competitive developments; regulatory changes; significant acquisitions or business combinations, strategic partnerships, joint ventures or capital commitments by or involving the Company or its competitors; and the factors listed under the heading " ForwardLooking Statements ".

Financial markets have recently experienced significant price and volume fluctuations that have particularly affected the market prices of equity securities of public entities and that have, in many cases, been unrelated to the operating performance, underlying asset values or prospects of such entities. Accordingly, the market price of the Common Shares and the Unit Warrants, if listed, may decline even if the Company's operating results or prospects have not changed or have improved. Additionally, these factors, as well as other related factors, may cause decreases in asset values that are deemed to be other than temporary, which may result in impairment losses. As well, certain institutional investors may base their investment decisions on consideration of the Company's environmental, governance and social practices and performance against such institutions' respective investment guidelines and criteria, and failure to satisfy such criteria may result in limited or no investment in the Common Shares or Unit Warrants by those institutions, which could materially adversely affect the trading price of such securities. There can be no assurance that continuing fluctuations in price and volume will not occur. If such increased levels of volatility and market turmoil continue for a protracted period of time, there could be a material adverse effect on the Company's business, financial condition, results of operations and prospects, as well as the trading price of the Common Shares or the Unit Warrants, if listed.

The Company has never paid, and does not currently anticipate paying, dividends.

The Company has not paid any dividends on the Common Shares since incorporation and currently anticipates that, for the near future, it will retain future earnings and other cash resources for the operation and development of its business. Payment of any future dividends will be at the discretion of the board of directors of the Company after taking into account many factors, including the Company's earnings, operating results, financial condition, cash on hand, current and anticipated cash needs, restrictions in financing agreements and under applicable laws and other factors that the board of directors of the Company may consider appropriate in the circumstances.

Holders of Unit Warrants have no rights with respect to the Warrant Shares underlying such Unit Warrants.

Until a holder of Unit Warrants acquires Warrant Shares upon the exercise of such Unit Warrants, such holder will have no rights with respect to the Warrant Shares underlying such Unit Warrants. Rights with respect to the Warrant Shares will arise only if and when the Company delivers Warrant Shares upon the exercise of a Unit Warrant.

No assurance can be given that an active or liquid trading market for the Common Shares will be sustained.

There can be no assurance that an active or liquid market for the Common Shares, including the Unit Shares and Warrant Shares, will be sustained after the Offering. If an active or liquid market for the Common Shares fails to be sustained, the prices at which such Common Shares trade may be adversely affected. Whether or not the Common Shares will trade at lower prices depends on many factors, including the liquidity of the Common Shares, prevailing interest rates and the markets for similar securities, general economic conditions and the Company's financial condition, historic financial performance and future prospects.

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There is currently no market for the Unit Warrants.

The Unit Warrants constitute a new issue of securities of the Company. There is currently no market through which the Unit Warrants may be sold and purchasers of Units may not be able to resell the Unit Warrants purchased under this Prospectus. While the Company has applied to list the Unit Warrants on the TSX-V, such listing will be subject to Rock Tech fulfilling all of the listing requirements of the TSX-V, including distribution of the Unit Warrants to a minimum number of public securityholders. If listed, the Unit Warrants may trade at a discount depending on the market for similar securities, the Company's performance, the performance of the Common Shares and other factors. No assurance can be given that a liquid market for the Unit Warrants will develop after Closing, or if developed, that such a market will be sustained at the price level of the Offering. To the extent that an active trading market for the Unit Warrants does not develop, the liquidity and trading prices of the Unit Warrants may be adversely affected.

There can be no assurance that the Company will raise any funds pursuant to the Concurrent Private Placement.

Closing of the Offering is conditional on the prior closing of the Concurrent Private Placement. As of the date hereof, the Company has not entered into any binding commitments in connection with the Concurrent Private Placement and, even if such commitments are entered into, there can be no assurance that the conditions to closing of the Concurrent Private Placement, some of which are expected to be beyond the control of the Company, will be satisfied or waived. As a result, there are no assurances that the Company will raise any funds pursuant to the Concurrent Private Placement.

In addition, even if the Concurrent Private Placement closes, it may not be on the terms or timing currently expected or necessary to satisfy the closing condition in respect of the Offering. If the Concurrent Private Placement does not close, or if it is completed but on terms or timing that are different than expected, it could have an adverse effect on the Company’s future plans. If any of these events are to occur, the Company may be required to seek additional funding, which may or may not be available on acceptable terms or at all.

A positive return on an investment in the Units is not guaranteed.

There is no guarantee that an investment in the Units will earn any positive return in the short term or long term. An investment in the Units involves a high degree of risk and should be undertaken only by investors whose financial resources are sufficient to enable them to assume such risks and who have no need for immediate liquidity in their investment. An investment in the Units is appropriate only for investors who have the capacity to absorb a loss of some or all of their investment.

Most of Rock Tech's directors and officers and the experts named in this Prospectus Supplement reside outside of Canada; therefore, investors may not be able to enforce their legal rights or applicable securities or other laws against such parties.

The Company's Chief Executive Officer and Chief Financial Officer and a majority of the Company's directors and the experts named in this Prospectus Supplement reside outside of Canada. As a result, it may be difficult, or in some cases not possible, for investors to enforce their legal rights or to enforce judgments of Canadian courts predicated upon civil liabilities under securities laws and/or criminal penalties against any person that resides or is otherwise organized outside of Canada even if the party has appointed an agent for service of process in Canada.

The Company believes that it is currently a passive foreign investment company, which could result in adverse U.S. federal income tax consequences to U.S. investors who do not make certain available elections.

The Company believes that it is currently a passive foreign investment company (a " PFIC ") for U.S. federal income tax purposes. The Company has made this determination based, in part, on the composition of its income, and it generally expects to remain a PFIC for so long as it does not receive substantial gross revenue from its operating activities. If the Company is a PFIC, U.S. investors may experience adverse U.S. federal income tax consequences unless they make an applicable election (such as a qualified electing fund (" QEF ") election or a mark-to-market election) available under the rules governing PFICs. Such elections, however, will not apply with respect to the Unit Warrants. The availability of a QEF election requires that the Company provide certain information about its earnings to U.S. investors. The Company intends to provide such information to U.S. investors to enable such investors to make a QEF election, which would result in more favorable U.S. federal income tax treatment than the general tax treatment applicable to non-electing U.S. investors of a PFIC. Further, if in any subsequent year the Company ceases to be a PFIC, U.S. investors who have made a timely and effective QEF election in the first tax year in which they first acquired Unit Shares will be treated as holding shares in a corporation that is not treated as a PFIC for U.S. federal income tax purposes (although this will not be the case with respect to Warrant Shares because no such election can be made with respect to the Unit Warrants).

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U.S. investors should consult their tax advisor concerning the U.S. federal income tax consequences of holding and disposing shares of a PFIC, including the possibility of making any election that may be available under the PFIC rules (such as a QEF election or a mark-to-market election) which may mitigate any adverse U.S. federal income tax consequences of holding shares of a PFIC. See " U.S. PRIVATE PLACEMENT MEMORANDUM —Certain U.S. Federal Income Tax Considerations for U.S. Persons—Passive Foreign Investment Considerations ".

LEGAL MATTERS

Certain legal matters relating to the Offering will be passed upon on the Company's behalf by Blake, Cassels & Graydon LLP and on the Underwriters' behalf by Borden Ladner Gervais LLP. As at the date of this Prospectus Supplement, the partners and associates of Blake, Cassels & Graydon LLP, as a group, and the partners and associates of Borden Ladner Gervais LLP, as a group, each beneficially own, directly or indirectly, less than one percent of any class of securities of the Company.

AUDITORS, TRANSFER AGENT AND REGISTRAR

The auditors of the Company are Dale Matheson Carr-Hilton Labonte LLP, Chartered Professional Accountants, of Vancouver, British Columbia, Canada. Dale Matheson Carr-Hilton Labonte LLP is independent from the Company within the meaning of the Code of Professional Conduct of the Chartered Professional Accountants of British Columbia.

The Company's transfer agent and registrar is Computershare Investor Services Inc. at its principal office in Vancouver, British Columbia.

INTERESTS OF EXPERTS

Information of a scientific or technical nature with respect to the Georgia Lake Project contained in the documents incorporated by reference in the Prospectus is based on the NI 43-101 Georgia Lake Technical Report titled " Preliminary Economic Assessment for an Integrated Lithium Hydroxide Operation from the Georgia Lake Lithium Project, Northwest Ontario, Canada " with an effective date of March 15, 2021.

The Georgia Lake Technical Report was prepared by the following individuals, each of whom is a "qualified person" for the purposes of NI 43-101:

(i) Ryan James Hanrahan, B.Eng (Hons) Mech, GAICD, MIEAust, CPEng, NPER, IntPE (Hon), of Wave;
(ii) Chris Larder, FAusIMM, of Wave;
(iii) Karl Stephan Peters, EurGeol 787, of DMT GmbH & Co. KG;
(iv) Florian Lowicki, MSACNASP, of DMT GmbH & Co. KG;
(v) Eugene Puritch, P.Eng., FEC, CET, of P&E Mining Consultants Inc.;
(vi) D. Grant Feasby, P.Eng., of P&E Mining Consultants Inc.; and
(vii) Ken Kuchling, P.Eng., of P&E Mining Consultants Inc.

Robert MacDonald, P.Eng., the Company's General Manager of the Georgia Lake Project, has reviewed and approved the scientific and technical information with respect to the Georgia Lake Project contained in the documents incorporated by reference in the Prospectus. Mr. MacDonald is a "qualified person" for the purposes of NI 43-101.

In addition, certain information regarding the proposed Guben Converter contained in the Annual MD&A and AIF, which are incorporated by reference in the Prospectus, was based on the Converter Engineering Study prepared by Wave. The Converter Engineering Study does not constitute a preliminary economic assessment, preliminary feasibility study or feasibility study within the CIM Definition Standards, as it relates to a standalone lithium hydroxide converter and does not concern a mineral project of Rock Tech. As a result, disclosure standards prescribed by NI 43-101 are not applicable to the scientific and technical information included in the Converter Engineering Study.

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To the best of the Company's knowledge, each of the aforementioned firms or persons, held, as either a registered or beneficial holder, less than one percent of the outstanding securities of Rock Tech or of any associate or affiliate of Rock Tech, as at the time of the preparation of the Georgia Lake Technical Report or Converter Engineering Study, as applicable, and as at the date of this Prospectus Supplement. None of the aforementioned firms or persons received any direct or indirect interest in any securities of Rock Tech or of any associate or affiliate of Rock Tech in connection with the preparation and review of the Georgia Lake Technical Report or the Converter Engineering Study, as applicable.

None of the aforementioned firms or persons, nor any directors, officers or employees of such firms, are currently expected to be elected, appointed or employed as a director, officer or employee of the Company or of any associate or affiliate of the Company other than Mr. MacDonald, the Company's General Manager of the Georgia Lake Project.

STATUTORY RIGHTS OF WITHDRAWAL AND RESCISSION

Securities legislation in certain of the provinces of Canada provides purchasers with the right to withdraw from an agreement to purchase securities. This right may be exercised within two business days after receipt or deemed receipt of a prospectus and any amendment. In several of the provinces, the securities legislation further provides a purchaser with remedies for rescission or, in some jurisdictions, revisions of the price or damages if the prospectus and any amendment contains a misrepresentation or is not delivered to the purchaser, provided that the remedies for rescission, revision of the price or damages are exercised by the purchaser within the time limit prescribed by the securities legislation of the purchaser's province. The purchaser should refer to any applicable provisions of the securities legislation of the purchaser's province for the particulars of these rights or consult with a legal adviser.

In an offering of warrants, purchasers are cautioned that the statutory right of action for damages for a misrepresentation contained in a prospectus is limited under the securities legislation of certain provinces of Canada to the price at which the warrants are offered to the public under the offering. Accordingly, under such provincial securities legislation, if the purchaser pays additional amounts upon the exercise of the warrants, those amounts may not be recoverable under the statutory right of action for damages that applies in those provinces. The purchaser should refer to any applicable provisions of the securities legislation of the purchaser's province for the particulars of this right of action for damages or consult with a legal adviser.

CONTRACTUAL RIGHTS OF WITHDRAWAL AND RESCISSION

Original purchasers of securities which are convertible, exchangeable or exercisable into or for other securities of the Company will have a contractual right of rescission against the Company in respect of the conversion, exchange or exercise of such securities. The contractual right of rescission will entitle such original purchasers to receive the amount paid for the applicable convertible, exchangeable or exercisable securities (and any additional amount paid upon conversion, exchange or exercise thereof) upon surrender of the underlying securities of the Company issued upon the conversion, exchange or exercise of such securities, in the event that the Prospectus (as supplemented or amended) contains a misrepresentation, provided that: (a) the conversion, exchange or exercise takes place within 180 days of the date of the purchase of the securities under the Prospectus; and (b) the right of rescission is exercised within 180 days of the date of the purchase of the securities under the Prospectus. This contractual right of rescission will be consistent with the statutory right of rescission described under Section 131 of the Securities Act (British Columbia), and is in addition to any other right or remedy available to original purchasers under 131 of the Securities Act (British Columbia) or otherwise at law.

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APPENDIX "A" – INVESTOR PRESENTATION

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DATED: AUGUST 12, 2022

Powering the Battery Age

A final base shelf prospectus containing important information relating to the underwritten securities described in this presentation has been filed with the securities regulatory authorities in each of the provinces of Canada (excluding Québec). A final prospectus supplement of the Company dated August 12, 2022 containing important information relating to the underwritten securities described in this presentation has been filed with the securities regulatory authorities in each of the provinces of Canada (excluding Québec). A copy of the final base shelf prospectus, any amendment to the final base shelf prospectus, any applicable shelf prospectus supplement and any amendment to the shelf prospectus supplement that has been filed, is required to be delivered with this presentation.

The securities described in this presentation have not been and will not be registered under the U.S. Securities Act 1933, as amended (the "Securities Act") or any U.S. state securities laws. Accordingly, the securities described herein will not be offered in the United States except to persons reasonably believed to be qualified institutional buyers, as defined under Rule 144A of the Securities Act, in reliance on exemptions from registration provided under the Securities Act and the rules thereunder.

This presentation does not provide full disclosure of all material facts relating to the securities offered. Investors in the Underwritten Offering (as defined herein) should read the final base shelf prospectus, any amendment and any applicable shelf prospectus supplement, for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

Disclaimer

Reference Materials

This presentation of Rock Tech Lithium Inc. (“Rock Tech” or the “Company”) is dated August 12, 2022 and includes general industry information, market and economic data and projections which were obtained from various publicly available sources and other sources believed by Rock Tech to be accurate and reliable. However, neither Rock Tech nor any underwriter delivering this presentation has independently verified the information or assumptions underlying any of the information, data or projections obtained from third party sources and does not make any representation or warranty as to the accuracy, reliability completeness or reasonableness of such information, data or projections.

Forward-Looking Statements

This presentation contains statements and information which constitute "forward-looking statements" or "forward-looking information" within the meaning of applicable securities laws (collectively, "forward-looking statements") which are based on Rock Tech’s current expectations, estimates and assumptions. This information is provided to assist readers in understanding the Company’s future plans and expectations and may not be appropriate for other purposes. Please see “Cautionary Note Concerning Forward Looking Statements” in the Appendix to this presentation for additional information.

Scientific and Technical Disclosure

The scientific and technical disclosure included in this presentation regarding the Georgia Lake Project has been reviewed and approved by Robert Macdonald, P.Eng., General Manager of the Georgia Lake Project, a “qualified person” for the purposes of National Instrument 43-101 – Standards of Disclosure of Mineral Projects (“NI 43-101”). Such scientific and technical disclosure was prepared in accordance with the requirements of Canadian securities laws, including NI 43-101, which differ from the requirements of U.S. securities laws. In particular, the terms “Inferred Mineral Resources”, “Indicated Mineral Resources”, “Measured Mineral Resources” and “Mineral Resources” are Canadian mineral disclosure terms as defined in accordance with NI 43-101 under the guidelines set out in the Canadian Institute of Mining, Metallurgy and Petroleum Definition Standards on Mineral Resources and Reserves (“CIM Standards”). NI 43-101 and the CIM Standards may differ from the requirements and corresponding definitions established by the U.S. Securities Exchange Commission. As such, scientific and technical information contained in this presentation regarding the Georgia Lake Project may not be comparable to similar information disclosed by companies subject to reporting and disclosure requirements under U.S. federal securities laws. Please see “ Scientific and Technical Disclosure ” in the Appendix to this presentation for additional information.

Our Vision

To create a closed-loop Lithium company.

Offering Summary

Issuer	Rock Tech Lithium Inc.
Aggregate Issue	11,349,743 Units of the Company (the “Units”). Each Unit consisting of one common share ("Share") and ½ of a common share purchase warrant (each whole common share purchase warrant, a "Warrant") of the Issuer. Warrants will entitle the holder to acquire a Share from the Issuer at a price of C$4.50 for a period of 36 months following Closing subject to an acceleration provision if the trading price of the Shares for ten consecutive trading days exceeds C$6.75.
Aggregate Amount	Approximately C$39.7 million / US$31.0 million, comprised of a C$30,686,600 underwritten offering (8,767,600 Units) (the “Underwritten Offering”) and a C$9,037,500 non-brokered private placement (2,582,143 Units) (the “Concurrent Private Placement” and, together with the Underwritten Offering, the “Offerings”).
Issue Price	C$3.50 per Unit.
Over-Allotment Option	15% of the Underwritten Offering at the Issue Price.
Concurrent Private Placement	In connection with the Underwritten Offering, the Company will also complete the Concurrent Private Placement of Units in the aggregate amount not less than C$9,037,500 at the Issue Price. The Units issued pursuant to the Concurrent Private Placement and the Common Shares, Warrants and Warrant Shares underlying the Units will be subject to a 4-month statutory hold period commencing on the Closing Date. Closing of the Underwritten Offering will be conditional on prior closing of the Concurrent Private Placement.
Use of Proceeds	The Company intends to use the net proceeds from the Offerings to finance the development of the Company’s high grade lithium hydroxide converter and refinery facility in Guben, Germany (the “Guben Converter”), to fund the continued exploration and development of the Company's Georgia Lake lithium project in Ontario, Canada (the “Georgia Lake Project”) and for general corporate purposes.
Listing	The Shares are listed on the TSX Venture Exchange ("TSX-V") under the symbol “RCK”. A application has been made to list the Warrants, with such listing being subject to approval by the TSX-V and satisfaction of customary conditions.
Form of Underwritten Offering	Public offering in all provinces of Canada (excluding Québec) by way of a prospectus supplement to the base shelf prospectus of the Company dated July 13, 2022. Private placement in the United States to “qualified institutional buyers” pursuant to Rule 144A of the U.S._Securities Act of 1933_and internationally as permitted.
Eligibility (Underwritten Units)	Eligible for RRSPs, RRIFs, RDSPs, RESPs, DPSPs and TFSAs.
Joint Bookrunners	TD Securities Inc., Cantor Fitzgerald Canada Corporation.
Co-Lead Manager(1)	Berenberg Capital Markets LLC.
Underwriting Fee	5.0% of the aggregate gross proceeds of the Underwritten Offering.
Closing	4 August 19, 2022.

(1) Berenberg Capital Markets LLC is not registered as an investment dealer in any Canadian jurisdiction and accordingly will only sell Units outside of Canada.

Situation: Global Lithium demand outpacing supply

Lithium Hydroxide (LHM) Supply & Demand Outlook

Lithium Hydroxide (LHM) Spot Prices

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million tonnes LHM
3
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2015 2020 2025 2030 2035 2040
LHM Global Supply (operating) LHM Global Supply (planned)
LHM Demand
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USDk / tonne LHM
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80
August 2022:
~70,000 USD/ t
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40
20
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2014 2016 2018 2020 2022
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Supply gap for Lithium is expected to increase further in the coming years…

… leading to strong outlook for Lithium prices for the next decade.

Sources: Benchmark Mineral Intelligence

Problem: Missing conversion capacity

Global conversion capacities are expected to be insufficient to process growing upstream supply and satisfy downstream demand

RAW MATERIAL PRODUCTION LiOH PRODUCTION BATTERY AND CATHODE AUTOMOTIVE MANUFACTURING (MINES) (CONVERTERS) MANUFACTURING Ca. 1,100 kt Ca. 1,000 kt Ca. 1,400 kt Ca. 1,400 kt Lithium raw material ex mine The decisive bottleneck is missing Sufficient battery manufacturing Car manufactures’ EV ambitions is scarce but ramping up. LHM converters. capacity is under construction. determine and drive global demand.

Source: Benchmark Mineral Intelligence – Global Markets 2030 Note: The logos used are for illustration purposes only and protected by trademarks

Strategy: Bridging Lithium conversion capacity

Aiming to become a leading global producer of sustainable Lithium Hydroxide (LHM) to supply the battery and auto industries

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Constructing up to 5 Securing European Delivering on converters by 2030 supply chains sustainability Guben Converter ramp-up: Providing economic & strategic Aiming for zero-waste production in our Q4 2024. independence by regionalizing production. converters. Scaling up to 5 converters by 2030. Planning Leveraging Europe's global EV and recycling Sourcing raw materials in compliance with 24,000 tpa capacity per converter. leadership. highest ESG standards.

Targeting ~25-30% European market share.

Using regional availability of chemical processing know-how, production reagents and green energy.

Creating a closed-loop Lithium production by using recycled feedstock.

Leadership with proven track-record

Management

Directors

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Markus Brügmann (CEO) has 25 years of international experience in the energy sector, with extensive experience in building businesses, establishing structured partnerships and strategic planning & execution.

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Dirk Harbecke (Chairman) has more than 25 years of experience as an international manager, entrepreneur and investor. He previously worked for the Boston Consulting Group and was co-founder and CEO of ADC (African Development Corporation AG).

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Cristina Rocco (COO) has 25 years of international experience as expert in leading business optimization, turn-around and growth initiatives as well implementation of change and risk management.

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Stefan Krause (Vice-Chairman and CFO) is the former Chief Financial Officer of BMW and Deutsche Bank. He has extensive experience in the automotive industry, especially in the e-mobility sector.

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Don Stevens (CTO) has extensive experience in process and project development in the extractive metallurgy industry as well as in research and development, process engineering and project management.

Peter Lambooy (Project Director Guben Converter) has 20+ years experience in Engineering, Procurement and Construction as well as project management for international power plant projects.

+ Team

60 dedicated engineers and chemists in-house (80 additional engineers contracted) with many years of experience in plant & mine construction, engineering and process development
International operations, finance, strategy and business development teams

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Klaus Schmitz (Director) possesses comprehensive experience in the field of Engineering, Procurement and Construction (EPC) for both conventional and renewable power generation and industrial plants.

Michelle Gahagan (Director ) is an experienced public company board director, lawyer and entrepreneur with significant international experience. She has served as director and/or chair of companies in sectors including technology, natural resources and agriculture.

Peter Kausch (Director) has a PhD and a Master of Science in mining engineering, possesses comprehensive experience in the field of natural resources management (exploration to production) and its strategic direction.

Esther Bahne (Director) has more than 16 years of experience in the car industry. She served in several strategic roles at BMW, as CMO at MINI and set up the corporate sustainability strategy at Audi.

Germany is an ideal location for our first converter

Targeting production of battery-grade LHM at the heart of Europe’s battery supply chain beginning in 2024

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Guben Converter (Brandenburg, Germany)

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Start of production targeted for Q4 2024
Expected to be the first Lithium converter in Europe

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Proximity to potential Tier-1 customers
Anticipated production capacity of 24,000 tonnes of LHM p.a.
Annual supply for ~500,000 cars with Lithium-ion batteries
Construction expected to begin in Q1 2023 and permitting expected to be completed in Q1 2023
Critical infrastructure in-place: gas, electricity and rail network

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Supported by federal and state government

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Note: The logos used are for illustration purposes only and protected by trademarks

The plant - detailed engineering & design underway

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Office buildings, laboratory
Raw material storage
Guben Gubin and parking spaces
Pyro-process facility
Production
tailings storage
Germany
Hydro-process facility
Lithium hydroxide storage
Poland
Natural gas pipeline
Rail track for supply
Total area: 12 hectares
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Lithium converters are a margin business

Profitable and sustainable business case

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Estimated CapEx [(1)] Investment case study examples
(as of September ‘21) Engineering Current BMI Current spot
Study Results [(1)] forecast case price case
Pre-tax IRR 17.0% 28.8% 39.2%
Pre-tax NPV (USDm) [(2)] 430 1,006 4,031
LOP revenue (USDm) [(3)] 7,606 12,091 32,200
Initial CapEx (USDm) 560 560 730 (+30%)
⌀ LHM C1 costs (ex SC6, USD/ t) 4,122 4,122 6,600 (+60%)
Σ USDm 560 ⌀ LHM pricing (USD/ t) 13,276 20,896 70,000
Direct Capital Costs Indirect Capital Costs Owner’s Costs ⌀ SC6 pricing (USD/ t) [(4)] 573 1,145 4,800
& 18% Contingency
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Sources: Benchmark Mineral Intelligence, 2021 engineering study completed by Wave in Q4 2021 (the “ Converter Engineering Study ”) (see “ Scientific and Technical Disclosure ” in the Appendix to this presentation). (1) See the Company’s press release titled “ Rock Tech Lithium Inc. Announces Results from Lithium Hydroxide Converter Engineering Study ” dated November 29, 2021 for further details. (2) Discount rate of 8%

(3) Life of project – based on a 20-year design life.

(4) Spodumene concentrate, with assumed 5.8% Li2O content.

OpEx: Production in Europe is competitive

Transparency and lower anticipated CO2 footprint expected to deliver a competitive product

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Comparatively higher European C1 OpEx [, (1)] … 1 … are expected to position Rock Tech well on the LHM cost curve [(2)]
2025
8,000
6,000
18% 19.9%
4,000
7% 6.2%
2,000
14%
21%
0
25% 50% 75% 100%
20%
Percentile of global production volume
2
… produce LHM with significantly lower estimated CO2 footprint
(scope 1-3 emissions)
Σ USD 4,122/ t LHM -25%
15 t CO2/
t LHM 11 t CO2/
Electricity Gas (including Diesel) Maintenance t LHM
Industry average [(3)] (4)
Other &
Transport Labor Reagents
General Expenses
USD per ton
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Lithium raw material costs excluded

Sources: (1) Converter Engineering Study; (2) Benchmark Mineral Intelligence, (3) Minviro (2020), (4) RCK internal study

Project execution with world-class partners

  - **Independent Institutions**

  - ● Ongoing institutional support ● Letters of support by Brandenburg State and Federal Development Bank KfW

Process, Technology & Studies & Independent Construction
Engineering Permitting Institutions ● Independent technical ● EPCM Strategy to build plant ● Ongoing institutional support engineer (ITE) selected by 3rd ● Ground works expected to ● Letters of support by party tender Brandenburg State and Federal commence in Q4 2022 Development Bank KfW
● ITE reviewed Converter ● Mechanical construction
Engineering Study and ● Application for Federal credit expected to be completed in
financial model guarantee H2 2024
● RCK received preliminary ITE ● Working with EU Commission and report in Q1 2022 EU Battery alliance
RCK received preliminary ITE report in Q1 2022

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Bilfinger leading 3-staged permitting process

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Note: The logos used are for illustration purposes only and protected by trademarks

Supply & offtake agreements being negotiated

Global sales team & network are in place, first framework offtake agreement signed with global OEM

Feedstock Strategy

Offtake Strategy

De-risk feedstock supply by using 3[rd] party spodumene concentrate

(SC6)

Sell to three offtake groups per converter to diversify customer base and sales price model

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MoU signed: 20%
Negotiations
capacity to be
ongoing sold at market
price [(1)]
Australian
Trading
JV with Transamine Spodumene
Mines Framework houses
up to 100ktpa [(1)] agreement signed: Automotive
Canadian OEMs
floor & cap pricing
Trading Spodumene
houses Projects Negotiations with max. down- Battery & Flexible pricing
side protection [(2)] Cathode OEMs structure with discounts
ongoing
MoU with TK Mat to market price
up to 100ktpa [(1) ] reflecting qualification
process support
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Σ 178 ktpa SC6

Σ 24 ktpa LHM

Note: The logos used are for illustration purposes only and protected by trademarks. (1) Non-binding MoUs signed in July 2022 (2) Non-binding framework agreement signed in July 2022.

Sustainability is at the heart of our strategy

We will hold ourselves to strict ESG standards and have set ambitious sustainability goals

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Pioneering urban mining Ensuring transparency and
Old EV- & traceability
Off-Spec
Batteries Mixed Metals
& (incl. Cu, Al, Rare Partner for CO2 lifecycle assessment:
OEMs Giga Earths)
Factories
Shredding
Gypsum:
~24 ktpa Battery-grade Lithium
Other tailings: Black Mass
~15 ktpa
+ + Blockchain-enabled product tracking &
Alumino-silicate : tracing via:
Li-extraction (Non
~260 ktpa
battery grade)
Hydrometallurgical Nickel,
purification Manganese,
Intermediate
Cobalt a.o.
Li-Product
Rare Earths
We intend to develop closed-loop Lithium We envision a cradle to grave material
cathode and battery recycling solutions and passport to ensure full supply chain
are targeting 50% recycled feedstock by 2030. transparency from mine to gate.
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Reducing waste to zero

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Blockchain-enabled product tracking & tracing via:

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We anticipate that industry leaders will purchase our by-products to ultimately achieve zero-waste production.

We envision a cradle to grave material passport to ensure full supply chain transparency from mine to gate.

Targeting 5 European converters by 2030

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European Converter Production Roadmap
LHM production (ktpa.) EU Market Share
120 30%
100 25%
80 20%
60 15%
40 10%
20 5%
0 0%
2022 2023 2024 2025 2026 2027 2028 2029 2030
Guben, Germany Converter 2 Converter 3
Converter 4 Converter 5 European Market Share
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1
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3
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Development Plan

Guben Converter: Utilizing established technologies

Industry-standard flowsheet to minimize execution risk and target fastest time to market
Designed to process spodumene from various sources, including intermediate and recycled Lithium products
Continued development of processing technology
Converters 2 to 5 targeted to employ patent-pending Nitrate Process with attractive by-products
Continued development of zero waste strategy to facilitate additional revenue streams

Converters 2 to 5: Ready for scale-up

4 additional converter locations optioned
Operating 5 converters by 2030 would allow supplying an estimated ~25-30% of Europe’s demand
Implementation of developmental processing technology, providing significant processing capabilities & operational flexibility

We are developing our own Lithium mine

Georgia Lake Project[(1)] Location: Beardmore, Ontario, Canada
Located near Thunder Bay, Ontario – 160km NE
100% Owned (1.5% NSR) – 1,042 hectares or 277 exploration claims and 41 leases.
Planned open pit and underground operations with an industry leading ESG profile.
1,000,000 tpa concentrator anticipated to be located onsite: Crushing, DMS and flotation plant.
Next to extensive infrastructure including low carbon power and major highway (HWY 11).
Fall 2021 and winter 2021 phases of the ongoing drilling program have been completed.
Drill results support ongoing pre-feasibility study expected to be completed in Q3 2022.
Start of Construction targeted for H2 2023.

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Source: Georgia Lake Technical Report (see “ Scientific and Technical Disclosure ” in the Appendix to this presentation) (1) Economics shown only for Georgia Lake Project

Georgia Lake: source of high-quality spodumene

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: Key Stats[(1)(2)(3)]

	Measured Resources (Grade Li20)	2.31 t (1.04%)
	Indicated Resources (Grade Li20)	4.31 t (0.99%)
	Measured & Indicated Resources (Grade Li20)	6.62 t (1.01%)
	Inferred Resources (Grade Li20)	6.68 t (1.16%)
	Average Expected Annual Spodumene Concentrate Production	93,000 tonnes(4)
	Average Expected Spodumene Production Costs	~ USD 356/ t
	Expected Capital Expenditure Required	~ USDm 102
	First Year of Expected Production	2024

Source: Georgia Lake Technical Report (see “ Scientific and Technical Disclosure ” in the Appendix to this presentation)

(1) Mineral resources that are not mineral reserves do not have demonstrated economic viability. (2) Mineral resource estimates were prepared by Karl Stephan Peters, EurGeol 787, of DMT and Florian Lowicki, MSACNASP, of DMT, each of whom is a “qualified person” for the purposes of NI 43-101.

(3) Cut-off parameters used in mineral resource estimates were USD 730/ t (CAD 949/ t) Li2O concentrate

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Crushing Plant
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Concentrator
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Main zone southwest
(underground only)
Line 60 pit Harricana pit
Main zone pit and
underground
Conway pit
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price, a recovery of 80%, mining costs of CAD 42/ t, processing costs of CAD 20/ t, G&A costs of CAD 10/ t and other costs of CAD 10/ t, resulting in a cut-off grade of 0.65% Li2O. (4) Sufficient for conversion to approximately 15,000 tonnes of LHM.

Our path to start of production

'22 '23 '24 '25 '26 '27 '28 '29 '30 Engineering & Procurement Permitting Construction & Commissioning Ramp-up & Production

GUBEN CONVERTER

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Permitting GEORGIA LAKE MINE First Nations Agreements Construction & Commissioning Ramp-up & Production

Capital increase expected to enable major milestones

'21 '22 PAST MILESTONES Guben Engineering Study (last 18 months) Site Selection (Guben Purchase) Lithium Institute (Zero-waste) Product Qualification Work Bankable Project Study (Updates) Guben Subsidies FUTURE MILESTONES Guben Project Finance Contracts (next 12 months)* German Federal Guarantees Long Lead Items Award Early Site Works Guben Final Permit Receipt PFS & DFS Georgia Lake

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'23
TODAY TARGETED ACHIEVEMENTS
WITH NEW FUNDING
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*Disclaimer: according to today’s planning

Anticipated use of proceeds

Anticipated use of proceeds (as % of aggregate net proceeds)	Anticipated use of proceeds (as % of aggregate net proceeds)

Guben Converter: Permitting and completion of the BPS and FEED Study 10% Guben Converter: Down payments for rotary kiln, crystallizer and other long lead items 30%
Guben Converter: Soil replacement and groundwork	10%
Guben Converter: Engineering and initial EPCM works	20%
Guben Converter: General project management and services	10%
Georgia Lake: Permitting and development costs	10%
General Corporate Purposes	10%

Corporate snapshot

TSX-V (RCK)

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||||
|---|---|---|
|Rock Tech Lithium Inc.|10|
|TSX-V:RCK; OTCQX:|9|
|Exchange / Symbol|
|RCKTF; FWB: RJIB|
|8|
|Share price|CAD 4.94|
|7|
|52 Week High / Low|CAD 9.38 / CAD 3.76|6|
|Shares Outstanding (undiluted)|73,254,774|5|
|4|
|Stock Options|5,682,000|
|3|
|Warrants|22,446,050|
|2|
|Shares Outstanding (fully diluted)|101,382,824|
|1|
|Shares held by directors and|
|~ 11 %|0|
|officers (fully diluted)|
|Market Capitalization|CADm|360|

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Source: Bloomberg Market Data (accessed August 06, 2022)

Appendix

Cautionary Note Concerning Forward-Looking Information

Certain statements and information set forth in this presentation constitute "forward-looking statements" or "forward-looking information" within the meaning of applicable securities laws (collectively, "forward-looking statements"), which are based on Rock Tech’s current expectations, estimates and assumptions in light of its experience and perception of historical trends. All statements other than statements of historical fact may constitute forward-looking statements. Often, forward-looking statements are identified by words such as “believe”, “may”, “plan”, “will”, “estimate”, “continue”, “anticipate”, “intend”, “expect”, “project”, “potential”, “ongoing”, “could”, “would”, “target” or the negative of these terms or similar expressions, although not all forwardlooking statements contain these terms or similar expressions. In particular, forward-looking statements in this presentation include but are not limited to, statements relating to: the Company’s vision, strategy and objectives; the offering of Common Shares described herein, including the timing and completion thereof, the intended use of the net proceeds from the Offering and the milestones achieved with such funds; the Company’s plans and expectations with respect to the development and construction of the Georgia Lake Project, the Guben Converter and other Converters, including the costs, benefits and timing thereof, the production and processing estimates and processes employed and the quantity and location of future Converters to be brought into production; the Company's profit and market share expectations, outlooks and models; the Company's strategy and the development and expected timing of its development opportunities and projects (including the Georgia Lake Project, the Guben Converter and internal processing technology); the Company's expectations regarding the future increase in the supply gap for lithium and the associated impact on lithium prices; plans and expectations for the Company’s development and exploration opportunities, projects and future operations, including anticipated capital expenditures, operating costs and economic returns, as well as future development and operating activities, schedules, regulatory and environmental applications and approvals, and the results thereof; expectations regarding the source and strategy in relation to securing feedstock in relation to future Converter operations; the feasibility, potential applications and benefits of investments and process development activities undertaken by the Company, including those in relation to recycling of lithium; mineral resources estimates contained in Georgia Lake Technical Report; and the Company’s commitment to, and the effectiveness and impact of, ESG and sustainability standards, targets and policies.

The forward-looking statements in this presentation also include financial outlooks and other forward-looking metrics relating to Rock Tech, the Georgia Lake Project, the Guben Converter and other Converters, including references to: financial and business prospects; future results of operations, performance and cash flows (including anticipated IRR and NPV); estimated capital and operating costs; and expected revenue and production figures. Such information, which may be considered financial outlooks within the meaning of applicable Canadian securities laws, has been approved by management of the Company and is based on assumptions which management believes were reasonable on the date such financial outlook was prepared, having regard to the industry, business, financial conditions, plans and prospects of Rock Tech, including the Georgia Lake Technical Report and the Converter Engineering Study. These projections are provided to describe the prospective performance of the Company’s development opportunities and projects, and readers are cautioned that such information may not be appropriate for other purposes. Further, such information is highly subjective and should not be relied on as necessarily indicative of future results and actual results may differ significantly from such projections. Financial outlooks constitute forward-looking statements and are subject to the same assumptions, uncertainties, risk factors and qualifications as set forth below.

Forward-looking statements used in this presentation are based on various assumptions, estimates, expectations and opinions of the Company and, in certain cases, third party experts, that are believed by management of Rock Tech to be reasonable at the time. Such factors and assumptions include, among other things: the satisfaction of the conditions to closing of the offering in a timely manner, including receipt of all necessary approvals; that the offering will be completed on terms consistent with management’s current expectations; Rock Tech's ability to access additional financing on terms acceptable to the Company; the supply and demand for, deliveries of, and the level and volatility of prices of, feedstock and intermediate and final lithium products; expected growth, performance and business operations; future commodity prices, interest rates, tax rates and exchange rates; prospects and growth opportunities available to the Company; general business and economic conditions; the costs and results of exploration, development and operating activities; Rock Tech’s ability to procure supplies and other equipment necessary for its business; and the accuracy and reliability of technical data, forecasts, estimates and studies. While Rock Tech considers these factors and assumptions to be reasonable based on information available as at the date hereof, the Company cannot give any assurance that such factors or assumptions will prove to be correct.

In addition, forward-looking statements involve known and unknown risks, uncertainties and other factors, many of which are beyond Rock Tech’s control, that may cause actual events, results, performance and/or achievements to be materially different from that which is expressed or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to: an inability to satisfy the conditions to closing of the offering on a timely basis, or at all; uncertainty regarding whether market conditions and marketing efforts will result in terms of the offering acceptable to the Company; the Company’s ability to access additional funding required to invest in available opportunities and projects and on satisfactory terms; the current and potential adverse impacts of the COVID 19 pandemic and the hostilities involving Russia and Ukraine; risks inherent in the exploration and development of mineral projects and establishing new commercial operations, including unanticipated events and other difficulties related to construction, development and operation of the Georgia Lake Project and/or any of the proposed Converters; hazards associated with mineral production and commercial operations; the risk that Rock Tech will not be able to meet its financial obligations as they fall due; adverse general economic and market conditions, including adverse changes, volatility or prolonged weaknesses, as applicable, in interest rates, exchange rates, commodity prices, supply/ demand trends and overall economic activity and growth levels; the Company’s mineral resources estimates may prove inaccurate or the Company may encounter unusual or unexpected geological formations; an inability to retain and attract skilled staff and to enter into off-take agreements to secure feedstock from third party suppliers and to sell intermediate and final lithium products; actions by governmental authorities, including adverse changes in tax laws and treatment, regulatory processes or increased environmental regulation; the cost of compliance with current and future environmental and other laws and regulations; title defects, competition from existing and new competitors, adverse changes in market prices of Rock Tech’s securities, Rock Tech’s history of losses and lack of experience; impacts of climate change; and other risks and uncertainties described under the heading “Risk Factors” in the Company’s most recent MD&A and annual information form.

Readers are cautioned that such factors, assumptions, risks and uncertainties are not exhaustive. Forward-looking statements should not be read as a guarantee of future performance or results. The forward-looking statements contained in this presentation are included for the purpose of providing readers with information to assist them in understanding the Company’s future plans and expectations as of the date of this presentation, and may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statements that are included in this presentation, except in accordance with applicable securities laws.

Scientific and Technical Disclosure

The scientific and technical disclosure included in this presentation regarding the Georgia Lake Project has been derived from and is based on the Georgia Lake Technical Report, which was prepared in accordance with NI 43-101 by the following individuals, each of whom is a “qualified person” for the purposes of NI 43-101: Ryan James Hanrahan, B.Eng (Hons) Mech, GAICD, MIEAust, CPEng, NPER, IntPE (Hon), of Wave International Pty Ltd. (“Wave”); Chris Larder, FAusIMM, of Wave; Karl Stephan Peters, EurGeol 787, of DMT GmbH & Co. KG; Florian Lowicki, MSACNASP, of DMT GmbH & Co. KG; Eugene Puritch, P.Eng., FEC, CET, of P&E Mining Consultants Inc.; D. Grant Feasby, P.Eng., of P&E Mining Consultants Inc.; and Ken Kuchling, P.Eng., of P&E Mining Consultants Inc.

See the Georgia Lake Technical Report and the Company’s annual information form dated May 18, 2022, each of which have been filed with applicable Canadian securities regulatory authorities and are available on the Company’s SEDAR profile at www.sedar.com, for further information regarding the key assumptions, parameters and methods used to estimate the Company’s mineral resources, and for further information regarding known legal, political, environmental and other risks that could materially affect the Company’s business and the potential development of its mineral resources.

The preliminary economic assessment included in the Georgia Lake Technical Report is preliminary in nature, includes inferred mineral resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves, and there is no certainty that such preliminary economic assessment will be realized. Mineral resource estimates included in this presentation have an effective date of March 15, 2021

The Converter Engineering Study does not constitute a preliminary economic assessment, preliminary feasibility study or feasibility study within the meaning of NI 43-101, as it relates to a standalone lithium hydroxide converter and does not concern a mineral project of Rock Tech. As a result, disclosure standards prescribed by NI 43-101 are not applicable to the scientific and technical information included in this presentation regarding the results of the Converter Engineering Study. See the Company’s press release titled “Rock Tech Lithium Inc. Announces Results from Lithium Hydroxide Converter Engineering Study” dated November 29, 2021 for further details regarding the Converter Engineering Study, including the assumptions, qualifications and procedures used by Wave in the study.

FIN

Contact

Dirk Harbecke

[email protected] +41-76-816 60 67 www.rocktechLithium.com

Rock Tech Lithium Inc. 600 —777 Hornby Street Vancouver British Columbia V6Z 1S4

CERTIFICATE OF THE UNDERWRITERS

Dated: August 12, 2022

To the best of our knowledge, information and belief, the short form prospectus, together with the documents incorporated in the prospectus by reference, as supplemented by the foregoing, constitutes full, true and plain disclosure of all material facts relating to the securities offered by the prospectus and this prospectus supplement as required by the securities legislation of each of the provinces of Canada, other than Québec.

TD SECURITIES INC.

CANTOR FITZGERALD CANADA CORPORATION

By: (Signed) " Mark Tiberio "

By: (Signed) " Elan Shevel

C-1

AI assistant

Rock Tech Lithium Inc. — Capital/Financing Update 2022

43849_rns_2022-08-12_d218641d-23b4-41c0-9f9d-5e65ecf98a8a.pdf

New Issue

ROCK TECH LITHIUM INC.

$30,686,600

8,767,600 Units

Price: $3.50 per Unit

TABLE OF CONTENTS

PROSPECTUS SUPPLEMENT

PROSPECTUS

IMPORTANT NOTICE ABOUT INFORMATION IN THIS PROSPECTUS SUPPLEMENT

FORWARD-LOOKING STATEMENTS

CAUTIONARY NOTE REGARDING MINERAL RESERVE AND MINERAL RESOURCE ESTIMATES

EXCHANGE RATES

DOCUMENTS INCORPORATED BY REFERENCE

MARKETING MATERIALS

ROCK TECH LITHIUM INC.

CONSOLIDATED CAPITALIZATION

CONCURRENT PRIVATE PLACEMENT

USE OF PROCEEDS

PRIOR SALES

Notes:

PRICE RANGE AND TRADING VOLUME

DESCRIPTION OF SECURITIES BEING OFFERED

Description of Common Shares

Description of Unit Warrants

CERTAIN CANADIAN FEDERAL INCOME TAX CONSIDERATIONS

Allocation of Offering Price of Units

Exercise of Warrants

Residents of Canada

Expiry of Unit Warrants

Taxation of Dividends

Disposition of Shares and Unit Warrants

Taxation of Capital Gains and Losses

Non-Residents of Canada

Taxation of Dividends

Disposition of Shares

Non-Resident Holders whose Shares may constitute taxable Canadian property should consult their own advisors.

ELIGIBILITY FOR INVESTMENT

PLAN OF DISTRIBUTION

General

Over-Allotment Option

Price Stabilization, Short Positions and Passive Market Making

Non-Certificated Inventory System

No Registration in the United States of America

Notice to Investors

Notice to prospective investors in the European Economic Area and the United Kingdom

Notice to prospective investors in Switzerland

Notice to prospective investors in the United Kingdom

RISK FACTORS

Management will have discretion in the use of proceeds.

Future sales or issuances of equity securities could decrease the value of any existing Common Shares and dilute investors' voting power.

The Common Shares are subject to various factors that have historically made share prices volatile.

The Company has never paid, and does not currently anticipate paying, dividends.

Holders of Unit Warrants have no rights with respect to the Warrant Shares underlying such Unit Warrants.

No assurance can be given that an active or liquid trading market for the Common Shares will be sustained.

There is currently no market for the Unit Warrants.

There can be no assurance that the Company will raise any funds pursuant to the Concurrent Private Placement.

A positive return on an investment in the Units is not guaranteed.

Most of Rock Tech's directors and officers and the experts named in this Prospectus Supplement reside outside of Canada; therefore, investors may not be able to enforce their legal rights or applicable securities or other laws against such parties.

The Company believes that it is currently a passive foreign investment company, which could result in adverse U.S. federal income tax consequences to U.S. investors who do not make certain available elections.

LEGAL MATTERS

AUDITORS, TRANSFER AGENT AND REGISTRAR

INTERESTS OF EXPERTS

STATUTORY RIGHTS OF WITHDRAWAL AND RESCISSION

CONTRACTUAL RIGHTS OF WITHDRAWAL AND RESCISSION

Powering the Battery Age

Disclaimer

Reference Materials

Forward-Looking Statements

Scientific and Technical Disclosure

Our Vision

Offering Summary

Situation: Global Lithium demand outpacing supply

Lithium Hydroxide (LHM) Supply & Demand Outlook

Lithium Hydroxide (LHM) Spot Prices

Problem: Missing conversion capacity

Strategy: Bridging Lithium conversion capacity

Leadership with proven track-record

Rock Tech Lithium Inc. Capital/Financing Update 2022