Monday, September 14, 2026
MiningNewsTerminal
Monday, September 14, 2026 Admin

LWR.V ·

Lake Winn Resources Announces Closing of Shares FOR Debt Settlement

LAKE WINN RESOURCES ANNOUNCES CLOSING OF SHARES FOR DEBT SETTLEMENT

Vancouver, British Columbia – September 2, 2026 – Lake Winn Resources Corp. (“Lake Winn” or the

“Company”) is pleased to announce that pursuant to its news release dated June 9, 2026, it has closed

its previously announced shares for debt transaction (the “Debt Settlement”). The final Debt Settlement

consisted of the conversion of an aggregate of $454,573.05 in debt owed to certain creditors of the

Company for 6,993,430 common shares of the Company (the “Debt Shares”) at a deemed price of $0.065

per Debt Share.1

Certain insiders of the Company participated in the Debt Settlement and are related parties of the

Company pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special

Transactions (“MI 61-101”). Related party involvement in the Debt Settlement constitutes a “related

party transaction”. The Company is relying on the exemption from the valuation requirement and

minority approval pursuant to subsection 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, as the deemed

value of the Debt Settlement Shares issued to insiders does not represent more than 25% of the

Company’s market capitalization, as determined in accordance with MI 61-101.

All Debt Shares issued in connection with the Debt Settlement are subject to a statutory hold period of

four months plus a day from the date of issuance of the Debt Shares in accordance with applicable

securities legislation. The Debt Settlement is subject to final approval of the TSX Venture Exchange.

ON BEHALF OF THE BOARD OF DIRECTORS OF LAKE WINN RESOURCES CORP.

Patrick Power

President, CEO & Director

Lake Winn Resources Corp.

Telephone: (604) 218-8772

[email protected]

www.lakewinn.ca

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 release.

Forward-looking Statements: Certain statements in this news release are “forward -looking statements”

which reflect the Company’s current expectations and projections about future events and financial

1 The number of Debt Shares was rounded down to the nearest whole number to avoid any fractional issuances.

2

LEGAL_50369312.1

trends that it believes might affect its financial condition, results of operations, business strategy, and

financial needs. In some cases, these forward -looking statements can be identified by words or phrases

such as “may”, “might”, “will”, “expect”, “an ticipate”, “estimate”, “intend”, “plan”, “indicate”, “seek”,

“believe”, “estimates”, “predicts” or “likely”, or the negative of these terms, or other similar expressions

intended to identify forward-looking statements. Whether actual results, performance, or achievements

will conform to the Company’s expectations and predictions is subject to a number of known and

unknown risks, uncertainties, assumptions and other factors, including, without limitation, obtaining TSX

Venture Exchange approval of the Debt Settlement. These factors involve various risks and uncertainties

that could cause actual results to differ materially from those anticipated by the Company. Investors

should not place undue reliance on forward -looking information. Important factors that could cause

actual results to differ materially from the Company’s expectations include actual exploration results,

results of future resource estimates, future metal prices, availability of capital and financing on acceptable

terms, general economic, market or business conditions, uninsured risks, regulatory changes, defects in

title, availability of personnel, materials and equipment on a timely basis, accide nts or equipment

breakdowns, delays in receiving government approvals, unanticipated environmental impacts on

operations and costs to remedy same, and other exploration or other risks detailed herein and from time

to time in the filings made by the Company with securities regulators. The forward -looking information

contained herein is made as of the date of this release. The Company does not undertake any obligation

to update or revise such information, whether as a result of new information, future events, or otherwise,

except as required by applicable securities laws.