GSP Resource Corp. Clarifies Amendments to Warrant Terms

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GSP Resource Corp. Clarifies Amendments to Warrant Terms

News Release - Vancouver, British Columbia – March 7, 2022: GSP Resource Corp. (TSX-V: GSPR)

(FRA: 0YD) (the “Company” or “GSP”) announces that, further to its news release of March 1, 2022, it

wishes to clarify the terms of warrant amendments. The Company intends to amend the exercise price of

1,184,753 outstanding share purchase warrants issued May 21, 2020 exercisable at $0.20 pe r share until

May 21, 2022 (each, a “ Warrant”), such that the Warrants will have an exercise price of $0.16 and be

subject to the Acceleration Clause described below.

The Warrants will be subject to an accelerated expiry provision such that if, for any ten consecutive trading

days (the “Premium Trading Days”) during the unexpired term of the Warrants, the closing price of the

common shares of the Company is $0.20 or more, the exercise date will be accelerated to thirty calendar

days (the “ Acceleration Clause”). The activation of the Acceleration Clause will be announced by press

release and the thirty‐day period will commence seven days after the last Premium Trading Day.

The amendments are subject to the consent of the Warrant holders and the approval of the TSX-V.

About GSP Resource Corp. : GSP Resource Corp. is a mineral exploration & development company

focused on projects located in Southwestern British Columbia. The Company has an option to acquire a

100% interest and title to the Alwin Mine Copper -Gold-Silver Property in the Kamloops Mining Division.

GSP also owns 100% of the Olivine Mountain Property in the Similkameen Mining Division of which Full

Metal Minerals Ltd. has an option to earn a 60% interest.

Contact Information - For more information, please contact:

Simon Dyakowski, Chief Executive Officer & Director

Tel: (604) 619-7469

Email: [email protected]

Neither the 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 news release.

Forward Looking Information

This news release contains “forward‐looking information or statements” within the meaning of applicable securities laws,

which may include, without limitation, statements that address the TSX-V approval of the amendments to the Warrants and

other matters . All statements in this news release, other than statements of historical facts, that address events or

developments that the Company expects to occu r, are forward -looking statements. Although the Company believes the

expectations expressed in such forward -looking statements are based on reasonable assumptions, such statements are not

guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Such

statements are based on numerous assumptions regarding present and future business strategies and the environment in

which the Company will operate in the future, including the price of metals, the a bility to achieve its goals, that general

business and economic conditions will not change in a material adverse manner and that financing will be available if and

when needed and on reasonable terms. Such forward -looking information reflects the Company’s views with respect to

future events and is subject to risks, uncertainties and assumptions, including the risks and uncertainties relating to the

interpretation of exploration results, risks related to the inherent uncertainty of exploration and cost esti mates and the

potential for unexpected costs and expenses and those other risks filed under the Company’s profile on SEDAR at

www.sedar.com. Factors that could cause actual results to differ materially from those in forward looking statements include,

but are not limited to, continued availability of capital and financing and general economic, market or business conditions,

failure to secure personnel and equipment for work programs, adverse weather and climate conditions, failure to maintain

all necessary government permits, approvals and authorizations, the impact of Covid-19 or other viruses and diseases on the

Company’s ability to operate, decrease in the price of copper and other metals, failure to maintain community acceptance

(including First Nations) , increase in costs and litigation. The Company does not undertake to update forward‐looking

statements or forward‐looking information, except as required by law .