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BEM.V ·

Debt Settlement Update

Share Capital & Compensation

1400 – 1040 WEST GEORGIA STREET

VANCOUVER, BC, V6E 4H1

(604) 862-4184

http://primemeridianresources.com/

February 18, 2020 News Release TSX-V: PMR

DEBT SETTLEMENT UPDATE

Vancouver, B.C.: Prime Meridian Resources Corp. (“PMR” or the “ Company”) (TSX-V:

PMR) announces that, further to the Company’s proposed Shares for Debt (News Release of

December 4, 2019) and subject to approvals from the TSX Venture Exchange, the Company

has been working to s ettle for shares or extend the term of the existing debt and liabilities

on its Balance Sheet to better position the Company for raising capital through the issuance

of equity. The following is an update of that process:

- Certain m anagement of the Company have elected to cancel $1.0 million in accrued

liabilities owing to them and recorded in the Audited Balance Sheet to measurably reduce

the number of shares issued under the proposed Shares for Debt. These same principals

have been the largest equity investors since taking management control of the Company.

These principals through their capit al company invested a further $200,000 into the

private placement which closed on July 25, 2019. Also, t hese principals will be

exchanging their residual debt s (after writing off the $1.0 million ) into the Shares for

Debt subject to TSXV Exchange approval. These steps demonstrate management’s long-

term commitment to the Company.

- The Company agreed to a voluntary consent judgement effective February 15, 2020 with

Domus Management Ltd. (“Domus”). The Domus debt pre-dated the current management

taking control of the Company and was transferred to Domus on or around May 1st, 2018

by Primrose Drilling Ventures Ltd. (“Primrose”) for the sum of $10 according to an

agreement provided to the Company by counsel for Domus . Primrose is believed by

management to still be the largest shareholder of PMR. A current or former principal of

Primrose was a director of PMR before the current management took control of the

Company. A pr oposal was made to Domus to participate in the announced Shares for

Debt and Domus has declined the proposal. Management of PMR will continue to work

to negotiate an equitable settlement o f the Domus debt. As recently as late 2019, the

Company had been adv ised by counsel for Domus that Domus would take a discounted

cash payment for the Domus debt. As per the Company’s Financial Statements, the

Company owed $676,558/US$510,288 in principal and $67,656/US$51,088 in interest

payable to Domus as of September 30, 2019.

- The Company is also proposing an alternative to the Shares for Debt for certain long-term

loan holders through a proposed two-year term loan on those outstanding loans with

interest set at 10% payable annually with principal repayable at the option of the

Company at any time during the two -year term. The Company is also negotiating with

these parties to have their accrued interest included in the Shares for Debt.

1400 – 1040 WEST GEORGIA STREET

VANCOUVER, BC, V6E 4H1

(604) 893-8384

http://primemeridianresources.com/

- Other creditors with accrued liabilities on the Balance Sheet will be offe red the Shares

for Debt subject to their ability to take same.

The proposed Shares for Debt will be priced at $0.10. All share issuances as discussed above

would be subject to TSXV Exchange approvals and to a four-month hold period.

On behalf of the Board of Directors of

Prime Meridian Resources Corp.

"Brian Leeners"

Brian Leeners, CEO & Director

604-862-4184

The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction

and has neither approved or disapproved the contents of this press release.