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Lucky Minerals completes shares-for-debt transaction

2020-03-24 15:15 ET - News Release

Mr. Adrian Rothwell reports

LUCKY ANNOUNCES COMPLETION OF DEBT TRANSACTION AND CONTINUANCE INTO BRITISH COLUMBIA

Further to its news release dated Dec. 5, 2019, Lucky Minerals Inc. has received shareholder and TSX Venture Exchange approvals for the shares-for-debt transaction to settle the second and final aggregate of $114,057.15 in indebtedness of the company to certain creditors, including three persons who are officers and/or directors of the company, through the issuance of 2,281,143 common shares of the company at a deemed price of five cents per settlement share. Accordingly, the company has completed the debt settlement. The settlement shares are subject to a four-month hold period, expiring on July 12, 2020.

Directors and officers of the company and subsidiary participated in the debt settlement and converted $93,913.45 of their outstanding debt, consisting of employment fees, technical committee fees, directors' fees, consulting fees, and government and community relations regarding the Montana property project, as follows: Santiago Yepez Davila received 568,775 settlement shares; Joao Carrelo received 311,199 settlement shares; Steve Cozine received 95,753 settlement shares; Robert Rosner received 287,808 settlement shares; and Geologic Systems Ltd., a company owned by Shaun Dykes, received 439,867 settlement shares. Of this amount, creditor American CuMo Mining Corp., a company sharing one common director and officer of the company, participated in the debt settlement and converted $8,743.35 of its outstanding debt of consulting fees into a total of 174,867 settlement shares.

Participation by insiders constitutes a related party transaction, as defined under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The company relied upon exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(a), respectively, with respect to the issuance of the settlement shares to the directors and officers.

At the annual and special meeting of shareholders held on March 5, 2020, Lucky's shareholders approved the continuance of the company from the jurisdiction of Canada under the Canada Business Corporations Act into the jurisdiction of British Columbia under the Business Corporations Act (British Columbia). Accordingly, effective March 11, 2020, Lucky has continued into British Columbia under the Business Corporations Act (British Columbia), and the notice of articles and the articles of Lucky have replaced the existing articles of incorporation and the bylaws.

The full text of the articles are available on SEDAR under Lucky's profile.

The TSX-V has also approved the change in Lucky's constating documents resulting from the continuance.

About Lucky Minerals Inc.

Lucky Minerals is an exploration and development company targeting large-scale mineral systems in proven districts with the potential to host world-class deposits. Lucky Minerals owns a 100-per-cent interest in the Fortuna and Emigrant projects.

We seek Safe Harbor.

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