Champion Bear completes shares for debt transaction

Calgary, Alberta–(Newsfile Corp. – April 22, 2022) – Champion Bear Resources Ltd. ABC (“champion bear“or the”Company“) announces that it has settled and extinguished $156,819.30 of Champion Bear’s outstanding debt (the “Debt“) by issuing ordinary shares of the Company (“Ordinary actions“). In accordance with the debt settlement (the “Debt settlement“), the Company issued 1,568,193 common shares at a deemed price of $0.10 per common share to nine creditors of the Company. The Company elected to settle and extinguish the debt by issuing common shares in order to preserve cash and improve the Company’s balance sheet The debt settlement has been approved by the TSX Venture Exchange The common shares issued under the debt settlement are subject to a hold period of four months, which will expire on the date falling four months and one day after the date of issue.

The debt settlement involved the issuance of a total of 736,200 common shares to certain directors and officers (collectively, the “Related parties“). A total of 700,000 common shares were issued to the Company’s Chief Financial Officer, representing $70,000 in extinguishment of debt owed to him personally and to a holding company he controls and directs for services rendered in his capacity as Chief Financial Officer, a total of 36,200 common shares were issued to a director representing $3,620 in extinguishment of the debt owed to him.

The Debt Settlement involving the Related Parties constitutes a “related party transaction” within the meaning of the Multilateral Instrument 61-101- Protection of holders of minority securities in special transactions (“MI 61-101The Company relied on the exemptions from the valuation and minority approval requirements of NI 61-101 provided in Sections 5.5(a) and 5.7(a) of NI 61-101, respectively, as fair market value of the object and the consideration paid in connection with the settlement of the debt, in relation to the interested parties, do not represent more than 25% of the market capitalization of the company, as determined in accordance with Regulation 61- 101. Related party participation in the debt settlement has been approved by the directors of the Company who are independent in connection with such transactions.

About the champion bear

Champion Bear is a mining exploration company focused exclusively on historically prospective areas of Ontario. The Company’s primary targets are deposits of platinum group metals, precious metals and polymetallic base metals. Champion Bear’s objective is to create shareholder value through the selective acquisition of properties followed by focused exploration with an emphasis on drilling. The Company has assembled a large land position in the Dryden and Sudbury areas, totaling over 16,000 hectares. Additional information about Champion Bear is available on the company’s website at www.championbear.com and on SEDAR at www.sedar.com. For more information, please contact: Richard D. Kantor, Chairman and President of Champion Bear at phone: (403) 850-9103.

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICE PROVIDER (AS ITS TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE RELEVANCE OR ACCURACY OF THIS RELEASE.

CAUTION REGARDING FORWARD-LOOKING INFORMATION:

This press release contains certain “forward-looking statements” under applicable Canadian securities laws, including statements relating to the benefits of debt settlement. Forward-looking statements are necessarily based on a number of estimates and assumptions which, while believed to be reasonable, are subject to known and unknown risks, uncertainties and other factors which may cause actual results to differ. and future events differ materially from those expressed or implied. by such forward-looking statements. All statements that address future plans, activities, events or developments that the Company believes, expects or anticipates will or may occur are forward-looking information, including statements regarding the potential development of resources and drilling plans that may or may not occur. The forward-looking statements and information contained herein are based on certain factors and assumptions regarding, among other things, the market price of the Company’s securities, metal prices, foreign exchange rates, taxation, estimation, timing and amount of future exploration and development, capital and operating costs, availability of financing, obtaining regulatory approvals, environmental risks, title disputes, failure of plant, equipment or processes to operate as designed, accidents, labor disputes, claims and limitations of insurance coverage and other risks of the mining industry, changes in government regulations national and local mining operations, and regulations and other matters. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.

This press release does not constitute an offer to sell or the solicitation of an offer to buy securities of Champion Bear in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities law and may not be offered or sold in the United States or to or for the account or benefit of a United States person absent registration or an applicable exemption from the registration requirements of such law or laws.

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/121190


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John A. Bogar