KWG Completes Debenture Conversion to Units

KWG COMPLETES DEBENTURE CONVERSION TO UNITS

Toronto, Canada, April 1st, 2021 – KWG Resources Inc. (CSE: KWG; KWG.A) (FRANKFURT:

KW6) (“KWG” or the “Company”) announces completion of the conversion on March 31, 2021 of

the outstanding Convertible Debentures convertible at the Company’s option into Units with a

deemed value of $21 per unit (“Unit”). Each Unit is comprised of four KWG.A multiple voting

shares and four multiple voting share purchase warrants with each such warrant enabling its

holder to acquire one further KWG.A multiple voting share from treasury upon payment of $7.50

at any time before December 15th, 2022.

As a result of the conversion the Company reduced its current liabilities by $5,180,860 and added

986,830 multiple voting shares to its issued and outstanding capitalization.

About KWG: KWG is the Operator of the Black Horse Joint Venture (‘JV’) after acquiring a vested

50% interest through Bold Ventures Inc (‘Bold’) from Fancamp Exploration Ltd (‘Fancamp’). KWG

funds all JV exploration expenditures and Bold is carried for a 20% interest in KWG’s interest.

KWG has also received patents in Canada, South Africa and Kazakhstan and is prosecuting

patent applications in India, Indonesia, Japan, South Korea, Turkey and the USA for the direct

reduction of chromite to metalized iron and chrome using natural gas and an accelerant. It has

also received a USA patent for production of low carbon chromium iron alloys.

Canada Chrome Corporation:

CCC is a wholly owned subsidiary of KWG which has staked claims and conducted a surveying

and soil testing program, originally for the engineering and constr uction of a railroad to the Ring

of Fire from Aroland, Ontario. Its COO Tony Marquis has been a top tier executive with both

Canadian National Railroad and Canadian Pacific Railroad, where he played an integral role in

the two most successful railroad turnarounds in North America. At both companies, he worked

closely with his mentor, the legendary Hunter Harrison, who led both railroads to becoming the

most efficient in the industry.

For further information, please contact:

Bruce Hodgman, Vice-President: 416-642-3575 ~ [email protected]

Forward-Looking Statements: Information set forth in this news release may involve forward- looking statements under

applicable securities laws. The forward- looking statements contained herein are expressly qualified in their entirety by this

cautionary statement. The forward-looking statements included in this document are made as of the date of this document

and KWG disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new

information, future events or otherwise, except as expressly required by applicable securities legislation. Although

management believes that the expectations represented in such forward-looking statements are reasonable, there can be no

assurance that such expectations will prove to be correct. This news release does not constitute an offer to sell or solicitation

of an offer to buy any securities that may be described herein and accordingly undue reliance should not be put on such.

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the

CSE) accepts responsibility for the adequacy or accuracy of this news release.

KWG

PRESS RELEASE NO.313

Subordinate shares issued & outstanding (CSE-KWG) 1,020,332,127

Convertible into Multiple-voting shares (300:1) equal to: 3,401,107

Multiple-voting shares issued & outstanding: 1,503,879

If all shares convert to Multiple-voting (CSE-KWG.A) 4,904,986