Mr. Peter Born reports

BEDFORD METALS ANNOUNCES FORWARD SHARE SPLIT

Bedford Metals Corp. will undertake a forward share split, in which 1.2 additional common shares will be issued for every one common share currently outstanding. Following completion of the share split, each holder of one common share of the company will hold 2.2 common shares. The company currently has 6,460,073 common shares outstanding and is expected to have approximately 14,212,160 common shares outstanding following completion of the share split.

The company is undertaking the share split to increase the outstanding common share capital in an effort to improve market liquidity and assist with future financing efforts. The share split was approved at the annual general and special meeting of shareholders held on Nov. 29, 2023.

The company is conducting the share split using the pushout method. As a result, shareholders of record as of the close of business on Jan. 4, 2024, will receive from Odyssey Trust Company, the transfer agent and register for the company, 1.2 additional common shares for every one common share held. Subject to final regulatory approvals, trading in the common shares of the company will commence on a postsplit basis on the TSX Venture Exchange at the open of markets on Jan. 3, 2024. There will be no change to the name of the company, or its trading symbol or Cusip number, in connection with the share split.

Shareholders do not need to take any action with respect to the share split. Currently outstanding share certificates representing common shares will continue to be effective. The company will use the direct registration system (DRS) to electronically register the common shares issued pursuant to the share split, rather than issuing physical share certificates. Following completion of the share split, Odyssey Trust Company will send out DRS advice statements to registered shareholders indicating the number of additional common shares that they are receiving as a result of the share split. Non-registered (beneficial) shareholders who hold their common shares in an account with their investment dealer or other intermediary will have their accounts automatically updated to reflect the share split in accordance with the applicable brokerage account providers' usual procedures.

Omnibus incentive plan

The company has adopted a new omnibus incentive plan. The incentive plan replaces the existing stock option plan for the company and allows for the grant of restricted, deferred and performance share units in addition to incentive stock options. The incentive plan was approved by shareholders of the company at the annual general and special meeting held on Nov. 29, 2023.

Debt settlement transaction

The company also confirms that it did not proceed with the debt settlement previously announced in the news release issued on Aug. 2, 2023. The agreement entered into with a creditor of the company to complete the settlement has been terminated.

We seek Safe Harbor.