MegaWatt Announces Settlement of Debt by Issuance of Shares
LEGAL_49414068.1
MegaWatt Announces Settlement of Debt
by Issuance of Shares
– NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES –
Vancouver, British Columbia, April 29, 2026 -- MegaWatt Lithium and Battery Metals Corp.
(CSE:MEGA) (FSE: WR20) (OTCQB: WALRF) (the " Company", or “ MegaWatt”)
announces, further to its news release dated April 8, 2026, that the Company has issued
3,066,254 common shares in the capital of the Company (the “Shares”) at a deemed price
of $0.185 per Share to certain creditors of the Company (the “Creditors”) in settlement
of an aggregate of $ 567,257 in debts owing to the Creditors for consulting, legal and
administrative services provided to the Company (the " Shares for Debt Settlement "),
including the issuance of a total of 539,113 Shares for settlement of $99,736 owed to an
officer and director of the Company.
All the Shares issued in connection with the Shares for Debt Settlement are subject to a
statutory hold period of four months plus a day ending on August 30, 2026, in accordance
with applicable securities legislation and policies of the Canadian Securities Exchange
(the “CSE”).
Related Party Transaction
The participation of an officer and director of the Company (in his capacity as an officer)
in the Shares for Debt Settlement constitutes a "related party transaction" within the
meaning of Multilateral Instrument 61 -101 – Protection of Minority Security Holders in
Special Transactions ("MI 61-101"). The Company has relied on the exemption from the
formal valuation and minority shareholder approval requirements of MI 61 -101 pursuant
to sections 5.5(a) and 5.7(1)(a) thereof, on the basis that the fair market value of the
Shares issued to the related part y did not exceed 25% of the Company's market
capitalization. No new control person was created on closing of the Shares for Debt
Settlement. A material change report will be filed in connection with the participation of
the insider in the Shares for Debt Settlement.
About MegaWatt Lithium and Battery Metals Corp.
MegaWatt is a British Columbia based company engaged in the acquisition and
exploration of mineral properties. MegaWatt also holds a 100% interest in 229 mineral
exploration claims prospective for lithium, in the James Bay area of Quebec covering an
area of 12,116 hectares or 121 square kms.
On Behalf of the Board of Directors,
MegaWatt Lithium and Battery Metals Corp.
LEGAL_49414068.1
Casey Forward, Chief Executive Officer
1055 West Georgia Street, Suite 1500
Vancouver, BC, Canada
V7X 1M5
For Further Information Please Contact:
Kelvin Lee, Chief Financial Officer
[email protected], (604)961-0296
Forward-Looking Statements
This news release contains "forward-looking information" within the meaning of applicable
Canadian securities legislation. Forward -looking information includes, but is not limited
to, statements regarding the anticipated filing of a material change report. Forward-
looking information is based on the reasonable assumptions, estimates, analysis and
opinions of management made in light of its experience and perception of trends, current
conditions and expected developments, as well as other factors that manage ment
believes to be relevant and reasonable in the circumstances at the date that such
statements are made. There can be no assurance that forward -looking information will
prove to be accurate, as actual results and future events could differ materially from those
anticipated. Accordingly, readers should not place undue reliance on forward -looking
information. The Company does not undertake to update any forward-looking information,
except in accordance with applicable securities laws.
The CSE does not accept responsibility for the adequacy or accuracy of this
release.