Lions Bay Capital Inc. -Early Warning Report

Vancouver, British Columbia--(Newsfile Corp. - April 16, 2021) -  Lions Bay Capital Inc. (TSXV: LBI) (the "Acquiror") announces that on April 16, 2021 it acquired ownership of an additional 1,056,000 Units of Fidelity Minerals Corp. (the "Issuer") at a price of $0.125 per Unit for aggregate consideration of $132,000, pursuant to a non-brokered private placement (the "Acquisition"). Each Unit is comprised of one common share and one share purchase warrant. Each warrant entitles the holder to acquire one additional common share at a price of $0.15 per share until April 16, 2023.

Prior to the Acquisition, the Acquiror owned an aggregate of 23,010,311 common shares of the Issuer, representing approximately 46.11% of the issued and outstanding common shares of the Issuer on an undiluted basis. As a result of the Acquisition, the Acquiror owns a total of 24,066,311 common shares of the Issuer, representing approximately 40.24% of the issued and outstanding common shares of the Issuer on an undiluted basis. The Acquiror also owns warrants exercisable to acquire up to 13,471,583 common shares of the Issuer. If the Acquiror was to exercise all of its warrants, it would then own 37,537,894 common shares of the Issuer, representing approximately 51.23% of the issued and outstanding shares of the Issuer on a partially diluted basis, assuming that no further common shares of the Issuer have been issued.

"We are very excited by the potential of the gold properties held by Fidelity. Lions Bay has been instrumental in the restructuring and strengthening of Fidelity's balance sheet. There is no doubt in our view, that two of the properties, Las Huaquillas and Las Brujas, are world class, tier one epithermal gold and porphyry targets" stated Mr. John Byrne, the Executive Chairman of Lions Bay.

The securities acquired by the Acquiror will be held for investment purposes. The Acquiror may, depending on market and other conditions, increase or decrease its beneficial ownership of the Issuer's securities, whether in the open market, by privately negotiated agreements or otherwise, subject to a number of factors including general market conditions and other available investment and business opportunities.

This press release is being issued pursuant to National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues which requires a report to be filed containing additional information with respect to the foregoing matters. A copy of the Acquiror's early warning report will be available on the Issuer's profile on the SEDAR website at www.sedar.com.^[1]

The Issuer's head office is located at 1201 - 1166 Alberni Street, Vancouver, BC, V6E 3Z3

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/80746^[2]

References

1. ^{^} www.sedar.com. (www.newsfilecorp.com)
2. ^{^} https://www.newsfilecorp.com/release/80746 (www.newsfilecorp.com)