Three Sixty Solar Ltd. — Capital/Financing Update 2022

Aug 6, 2022

Three Sixty Solar Ltd. (formerly Liberty One Lithium Corp.)

News Release

Three Sixty and Liberty One Complete Business Combination

For Immediate Release August 5, 2022

VANCOUVER, BRITISH COLUMBIA – Three Sixty Solar Ltd. (formerly Liberty One Lithium Corp.) (the “Company”) (VSOL: NEO) is pleased to announce the completion of its previously announced business combination by way of three-cornered amalgamation (the “ Transaction ”) under the amalgamation agreement dated February 10, 2022, as amended May 6, 2022, (the “ Amalgamation Agreement ”) among Three Sixty Solar Ltd., the predecessor company, (the “ Predecessor Company ”) and 1345100 B.C. Ltd. (“ SubCo ”), a wholly-owned subsidiary of the Company, pursuant to the Predecessor Company and SubCo amalgamated under the name “Three Sixty Solar Operations Ltd.” (“ Amalco ”). Upon completion of the Transaction, the Company changed its name from “Liberty One Lithium Corp.” to “Three Sixty Solar Ltd.”

Additional details on the Transaction can be reviewed in the news release issued by the Company on February 15, 2022.

Effective August 4, 2022, the Company acquired ownership and control of 19,413,447 common shares of Amalco, representing 100% of the formerly issued and outstanding common shares in the capital of the Predecessor Company on the basis of one (1) common share of the Company in exchange for one (1) common share of the Predecessor Company. Trading of the common shares of the Company remains halted on the NEO pending completion of the listing requirements of the NEO.

On August 4, 2022, the previously announced brokered offering (the “ Offering ”) of financing warrants of the Predecessor Company (the “ Predecessor Financing Warrants ”) closed raising gross proceeds of $1,996,000. In connection with the Offering, pursuant to the agency agreement dated August 4, 2022, Research Capital Corporation (the “ Agent ”) acted as agent on a commercially reasonable best efforts basis. On closing of the Offering, the Agent received a cash commission of $63,765 and an advisory fee of $39,920 in addition to an aggregate of 60,425 compensation warrants and 39,920 advisory warrants entitling the Agent to purchase up to 100,345 common shares of the Company at a price of $2.00 per share until August 4, 2024. The Agent also received a cash corporate finance fee in addition to reimbursement of certain expenses in connection with the Offering.

In connection with the completion of the Transaction, pursuant to the terms of the Amalgamation Agreement, the holders of the Predecessor Financing Warrants issued by the Predecessor Company exchanged such Predecessor Financing Warrants for the financing warrants (the “ Company Financing Warrants ”) of the Company. Each Company Financing Warrant entitles the holder thereof, upon exercise at any time prior to February 4, 2023, to acquire, without additional consideration and at the option of the holder, one common share of the Company. If not earlier exercised, then on February 4, 2023, the Company Financing Warrants will be deemed to be exercised into one common share of the Company and one common share purchase warrant of the Company with each such warrant entitling the holder to acquire one

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additional common share of the Company at the exercise price of $2.00 per common share of the Company until February 4, 2025. Following the completion of the Transaction, the Company Financing Warrants, the compensation and advisory warrants, and any underlying securities issued in conjunction therewith will not be subject to any statutory hold.

Following completion of the Transaction and the Offering, the Company has outstanding 24,084,730 common shares, 1,996,000 Financing Warrants, 24,580,127 common share purchase warrants, 75,000 stock options and 100,345 agent’s warrants.

The Company intends to use the proceeds from the Offering to further its business as set out in the Company’s management information circular dated April 14, 2022 and filed under the Company’s profile at www.sedar.com.

Company CEO, Brian Roth notes, “We are thrilled to announce our entry into the public markets with today’s news. We look forward to building shareholder visibility and value as we move ahead with our exciting venture.”

About Three Sixty Solar Ltd.

Three Sixty Solar Ltd. is an all-Canadian enterprise which focuses on solar equipment supply to the global market. The company’s premier product line is the patent pending SVS series commercial solar tower. According to Statistics MRC, the solar farm sector is set to grow to around $296 billion by 2028. Three Sixty Solar’s unique tower concept is a high density, clean energy solution that uses up to 90% less land space than conventional solar farms and can co-locate adjacent to homes, retail, agriculture, and industry, thus minimizing line loss and maximizing energy delivery in places where renewables have been difficult to install until now. In multi-tower applications, developers can utilize the spaces between towers to better leverage land assets through additional revenue generating activities. Designed to withstand major instances of extreme weather, Three Sixty Solar offers a clean energy solution with minimal environmental and habitat impact. Sign up to stay informed with news alerts from Three Sixty.

On behalf of the Board of Directors, Three Sixty Solar Ltd.

“Brian Roth”

Brian Roth Chief Executive Officer

Forward-Looking Information Disclaimer

Certain statements included in this news release constitute forward-looking information or statements (collectively, “forward-looking statements”), including those identified by the expressions “anticipate”, “believe”, “plan”, “estimate”, “expect”, “intend”, “may”, “should” and similar expressions to the extent they relate to the Company or its management. The forward-looking statements are not historical facts but reflect current expectations regarding future results or events. This news release contains forward looking statements. These forward-looking statements are based on current expectations and various estimates, factors and assumptions and involve known and unknown risks, uncertainties and other factors. Any statements about Three Sixty’s business plans, the Company’s ability to receive necessary regulatory and stock exchange approvals in connection therewith and the terms associated therewith. Forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions which are difficult to predict. Such statements and information are based on numerous assumptions regarding

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present and future business strategies and the environment in which the Company will operate in the future, including, anticipated costs, and the ability to achieve its goals.

Factors that could cause the actual results to differ materially from those in the forward-looking statements include, failure to obtain regulatory approval, the continued availability of capital and financing, and general economic, market or business conditions, changes in legislation and regulations, increase in operating costs, equipment failures, failure of counterparties to perform their contractual obligations, litigation, the loss of key directors, employees, advisors or consultants and fees charged by service providers. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. Although such statements are based on management's reasonable assumptions, there can be no assurance that the listing of the common shares of the Company upon completion of the Transaction will occur. The Company assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by law. Readers should not place undue reliance on the Company’s forward-looking statements.