Subject: GSPR news for dissemination
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GSP RESOURCE CORP.
Early Warning Report Filed Pursuant to National Instrument 62-103
News Release - Vancouver, British Columbia - January 14, 2025: GSP Resource Corp. (TSX-V: GSPR) (the "Company" or "GSP"): This news release is being disseminated as required by National Instrument 62-103 - The Early Warning System and Related Take Over Bids and Insider Reporting Issues in connection with the filing of an early warning report (the "Early Warning Report") regarding the acquisition of common shares of the Company ("Shares") by Richard John Billingsley (the "Acquiror") on January 8, 2025, pursuant to the Alwin Project option agreement (the "Option Agreement") dated January 30, 2020, as amended, as final payment of Shares under the terms of the Option Agreement, as consideration for the Company's acquisition of a 100% interest in the Alwin Project from the Acquiror, located in southwestern British Columbia, Canada (the "Share Issuance").
Pursuant to the Share Issuance, the Acquiror acquired ownership and control of 2,525,000 Shares at a deemed price of $0.10 per Share for a total deemed value of $252,500. Prior to the completion of the Share Issuance, the Acquiror owned, directly or indirectly, or exercised control or direction over, 4,192,332 Shares, representing approximately 10.92% of the 38,392,687 then issued and outstanding Shares on both an undiluted and partially diluted basis. Following the completion of the Share Issuance, the Acquiror beneficially owns, directly or indirectly, or exercises control or direction over, 6,717,332 Shares, representing approximately 16.42% of the 40,917,687 Shares currently issued and outstanding on both an undiluted and partially diluted basis.
The Acquiror acquired the Shares under the Option Agreement pursuant to the Share Issuance to complete the sale of the Alwin Property as therein contemplated. Depending on market conditions, general economic and industry conditions the Company's business and financial condition and/or other relevant factors, the Acquiror may increase or decrease his beneficial ownership of securities of the Company through market transactions, private agreements or otherwise, in the future.
A copy of the Early Warning Report filed under applicable securities laws is available under the Company's profile on SEDAR+ (www.sedarplus.ca).
Contact Information - For more information, please contact:
Richard Billingsley
Email: richard.billingsley@bcexploration.ca
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