CSE: PHOS – FSE: KD0 – OTC: FRSPF

GENERAL

The information contained in this presentation has been prepared by First Phosphate Corp. (the “Company”, “we”, “us”, or “our”) and contains information pertaining to the business, operations and assets of the Company.
The information contained in this presentation (a) is provided as at the date hereof and is subject to change without notice, (b) does not purport to contain all the information that may be necessary or desirable to fully and accurately evaluate an investment in the Company, and (c) is not to be considered as a recommendation by the Company to purchase any securities offered in connection with this presentation. An investment in such securities is speculative and involves a number of risks that should be considered by a prospective investor. Where any opinion or belief is expressed in this presentation, it is based on the assumptions and limitations mentioned herein and is an expression of present opinion or belief only. No warranties or representations can be made as to the origin, validity, accuracy, completeness, currency or reliability of the information.
The information contained in this presentation is not directed to persons or entities resident in the United States and does not constitute an offer to buy, sell, issue or subscribe for, or the solicitation of an offer to buy, sell or issue, or subscribe for any securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful or to any person to whom it is unlawful to make such an offer or solicitation.
All information and data provided in this presentation is strictly private and confidential. No person is authorized to copy or re-distribute any materials in this presentation without the express permission of the Company.
Prospective investors should be aware that the purchase of any securities of the Company may have tax consequences both in Canada and the United States. As such, this presentation should not be construed as legal, financial or tax advice to any prospective investor, and each prospective investor should consult its own tax advisor concerning any potential invested described herein.
This presentation may constitute an “offering memorandum” under applicable securities laws (including pursuant to the Securities Act (Ontario) and OSC Rule 45-501 Ontario Prospectus and Registration Exemptions). See “Statutory Rights of Rescission – Ontario Investors” at the end of this presentation for further information.

MARKET AND INDUSTRY DATA

This presentation includes market and industry data and forecasts that were obtained from third-party sources, industry publications and publicly available information. Third-party sources generally state that the information contained therein has been obtained from sources believed to be reliable, but there can be no assurance as to the accuracy or completeness of included information. Although we believe it to be reliable, we have not independently verified any of the data from third-party sources referred to in this presentation, or analyzed or verified the underlying studies or surveys relied upon or referred to by such sources, or ascertained the underlying economic assumptions relied upon by such sources.

FORWARD-LOOKING STATEMENTS

Certain statements in this presentation are “forward-looking statements”. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always using words or phrases such as “expect”, “seek”, “endeavour”, “anticipate”, “plan”, “estimate”, “believe”, “intend”, or stating that certain actions, events or results may, could, would, might or will occur or be taken, or achieved) are not statements of historical fact and may be “forward-looking statements”. The forward-looking statements in this presentation include the statements relating to the future of the “Metaverse” including the Company’s belief that it will power gaming, online retail, education, and will give rise to the future of work; and the Company’s potential investments in Decentraland, Sandbox, and Axie Infinity.
Forward-looking statements are based on expectations, estimates and projections at the time the statements are made and involve significant known and unknown risks, uncertainties and assumptions which would cause actual results or events to differ materially from those presently anticipated, including, but not limited to: the ability of the metaverse to develop in the ways discussed in the presentation; and the Company’s ability to investment in Decentraland, Sandbox, and Axie Infinity; increasing competition in the industry within which the Company operates; risk that purchasers and researchers will not purchase the Company’s products; and potential loss of any intellectual property rights.
A number of factors could cause actual results, performance or achievements to be materially different from any future results, performance or achievements that may be expressed or implied by such forward- looking statements. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results, performance or achievements could vary materially from those expressed or implied by the forward-looking statements contained in this document. These factors should be considered carefully and readers are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements are based upon management’s beliefs and assumptions and are made as of the date of this presentation. In light of the significant uncertainties inherent to the forward-looking statements included in this presentation, the inclusion of such information should not be regarded as a representation or warranty by us or any other person that our objectives and plans will be achieved in any specified time frame, if at all.
You should not place undue reliance on these forward-looking statements. Except to the extent required by applicable laws or rules, we undertake no obligation to update or revise any forward-looking statements included in this presentation.

FUTURE ORIENTED FINANCIAL INFORMATION

To the extent any forward-looking information in this presentation constitutes “future-oriented financial information” or “financial outlooks” within the meaning of applicable Canadian securities laws, such information is being provided to demonstrate the anticipated market penetration and the reader is cautioned that this information may not be appropriate for any other purpose and the reader should not place undue reliance on such future-oriented financial information and financial outlooks. Future-oriented financial information and financial outlooks, as with forward-looking information generally, are, without limitation, based on the assumptions and subject to the risks set out above under the heading “Forward-Looking Statements”. The Company’s actual financial position and results of operations may differ materially from management’s current expectations and, as a result, the Company’s revenue and expenses may differ materially from the revenue and expenses profiles provided in this presentation. Such information is presented for illustrative purposes only and may not be an indication of the Company’s actual financial position or results of operations.

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