Angkor Resources Announces Shares FOR Debt Transaction

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ANGKOR RESOURCES ANNOUNCES SHARES FOR DEBT TRANSACTION

GRANDE PRAIRIE, AB, ( January 23, 2023): Angkor Resources Corp. (TSXV: ANK and OTC QB: ANKOF)

(“Angkor” or “the Company” ) announces that it intends to settle up to $ 31,055 of indebtedness (the

"Debt Settlement") through the issuance of common shares of the Company (the "Shares"). Pursuant to

the Debt Settlement, the Company would issue up to 326,896 Shares at a deemed price of $0.0 95 per

Share to Certain Creditors owed inte rest payments for Notes previously settled (the "Creditors") on

account of accrued interest outstanding. The Company is choosing to settle the indebtedness through the

issuance of Shares to preserve cash and improve the Company's balance sheet.

The issuance of the Shares to the Creditors is subject to the approval of the TSX Venture Exchange (the

"TSXV"). All securities issued will be subject to a four month hold period which will expire on the date that

is four months and one day from the date of issue.

As certain insiders intend to participate in the Debt Settlement, it may be considered a "related party

transaction" under Multilateral Instrument 61 -101 - Protection of Minority Security Holders in Special

Transactions ("MI 61-101") and the TSXV. The Company intends to rely on the exemption from the formal

valuation requirement of MI 61-101 contained in Section 5.5(g) on the basis that the Company is insolvent

or in serious financial difficulty and the transaction is designed to improve the financial position of the

Company.

ABOUT ANGKOR RESOURCES CORP.

Angkor Resources Corporation is a public company, listed on the TSX-Venture Exchange, and is a leading

resource optimizer in Cambodia working towards mineral and energy solutions across the country. The

company holds multiple mineral exploration licenses in the country and in late 2022, its subsidiary,

EnerCam Resources Corp. (Cambodia), was granted an onshore oil and gas license of 7300 square

kilometers in the southwest quadrant of Cambodia. Angkor’s carbon capture and gas conservation

project in Saskatchewan, Canada proves its long-term commitment to Environmental and Social projects

across expanding jurisdictions and becomes the first recurring revenue for the Company.

CONTACT: Delayne Weeks, CEO

Email: [email protected] Website: angkorresources.com Telephone: +1 (780) 831-8722

Please follow @AngkorResources on LinkedIn, Facebook, Twitter, Instagram and YouTube.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies

of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Certain information set forth in this news release may contain forward -looking statements that involve substantial known and unknown risks

and uncertainties. These forward-looking statements are subject to n umerous risks and uncertainties, certain of which are beyond the control

of the Company, including, but not limited to the potential for gold and/or other minerals at any of the Company’s properties, the prospective

nature of any claims comprising the Company’s property interests, the impact of general economic conditions, industry conditions, dependence

upon regulatory approvals, uncertainty of sample results, timing and results of future exploration, and the availability of financing. Readers

are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may

prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements.