(TheNewswire)
Calgary, Alberta - TheNewswire - March 28, 2022 - Guardian Exploration Inc.( TSXV:GX) (the “ Corporation ” or“ Guardian ”) announces that it has entered into agreements to retire$1,084,771.12 of indebtedness owing under previously provided loans inexchange for common shares in the capital of the Corporation at aprice of $0.525 per share. Completion of debt settlement is subjectto the approval from the TSX Venture Exchange (the “ TSXV ”).
If approved by the TSXV, the Corporation will issue anaggregate of 20,662,306 common shares to creditors. Of those shares,19,505,707 will be issued to Graydon Kowal, the President, CEO and adirector of the Corporation and to companies owned by him in order tosettle an aggregate of $1,024,049.62 in loans made by Mr. Kowal andhis companies. As a result of the debt settlements, Mr. Kowal willown, directly and indirectly, an aggregate of 89,595,792 common sharesin the capital of the Corporation, or 86.09% of the common shares ofthe Corporation after completion of the debt settlements.
The settlements of the debts with Mr. Kowal companiesare considered "Related Party Transactions" under Multilateral Instrument 61-101 – Protection of Minority Security Holders inSpecial Transactions (“ MI 61-101 ”). TheCorporation will rely upon the exemptions from the minorityshareholder approval and valuation requirements set out in Sections5.7(1)(a) and 5.5(a), respectively, of MI 61-101. The retirement ofdebt was approved by the u nanimous resolution ofthe directors of the Corporation.
All of the shares issued in connection with the debtsettlement will be subject to a statutory four-month hold period inaccordance with applicable securities laws.
About Guardian ExplorationInc.
Guardian is a TSX-V listed company (GX) in the businessof oil and gas as well as mineral exploration and development. Guardian ’ s first prospect is the MountCameron Property located in the Yukon’ s Mayo Mining District. Guardian also holds mineral claims located on southern Dall Island,southeast Alaska, USA, known as the Kaigani claims, which it acquiredin February 2022.
FOR FURTHER INFORMATION, PLEASECONTACT:
Graydon Kowal
President and CEO
(403) 730-6333
Trading in thesecurities of Guardian Exploration Inc. should be considered highlyspeculative. Neither the TSX Venture Exchange nor its RegulationServices Provider (as that term is defined in the policies of the TSXVenture Exchange) accepts responsibility for the adequacy or accuracyof this release
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