Mr. David Tafel reports
CENTURION CLARIFIES SHARES FOR DEBT SETTLEMENTS
Centurion Minerals Ltd. has clarified its news releases dated May 7 and May 12, 2026, whereby it has agreed to settle $415,000 in debt by issuing 5,533,333 shares valued at 7.5 cents per share. A total of $335,000 of this debt is being settled with two directors by issuing 4,466,667 common shares. The company reports that this constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions and Policy 5.9 of the TSX Venture Exchange. Notwithstanding the foregoing, the directors of the company have determined that the insiders' participation in the shares for debt will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 in reliance on the exemptions set forth in sections 5.5(a) and 5.7(1)(a) of MI 61-101.
David Tafel, a director of the company, through his wholly owned company, Pacific Capital Advisors Ltd. has agreed to accept 2,586,667 shares in exchange for extinguishing $194,000 in debt bringing his aggregate direct and indirect shareholdings in the company to 4,577,454 (representing approximately 11.6 per cent of the issued and outstanding shares postcompletion).
Jeremy Wright, a director of the company, through his wholly owned company Seatrend Strategy Inc., has agreed to accept 1.88 million shares in exchange for extinguishing $141,000 in debt bringing his aggregate direct and indirect shareholdings in the company to 3,957,576 (representing approximately 10.0 per cent of the issued and outstanding shares postcompletion).
The shares for debt transactions are subject to TSX Venture Exchange approval.
About Centurion Minerals Ltd.
Centurion Minerals is a Canadian-based company with a focus on precious mineral asset exploration and development in the Americas.
We seek Safe Harbor.
© 2026 Canjex Publishing Ltd. All rights reserved.