Power Group Announces Closing of Pallplat Acquisition

POWER GROUP ANNOUNCES CLOSING OF PALLPLAT ACQUISITION

NOT FOR DISSEMINATION OR DISTRIBUTION IN THE UNITED STATES OF AMERICA

April 13, 2021 – Toronto, Ontario - Power Group Projects Corp. (TSXV: PGP) (the “Company”) is

pleased to announce that , further to its press release s of October 8, 2020 and November 12, 2 020, it has

completed the previously announced acquisition (the “ Transaction”) of all of the issued and outstanding

common shares of Pallplat Metals Inc. (“ Pallplat”). The Transaction was carried out by way of a share

purchase agreement dated October 15, 2020 between the Company, Pallplat and the shareholders of Pallplat

(the “Vendors”). As consideration for the Transaction, the Company issued an aggregate of 1 1,700,000

common shares in the capital of the Company (each, a “Common Share”) at a deemed price of $0.05 per

Common Share, to the Vendors.

In connection with the Transaction, the Company entered into a mining option agreement (the “ Option

Agreement”) with the Prospectus Alliance Syndicate (the “Syndicate”) whereby the Syndicate granted an

option (the “Option”) to the Company to acquire a 100% undivided interest the Muddy Gullies project in

Newfoundland, Canada (the “Property”). In order to exercise the Option the Company is required to: (i)

pay an initial deposit of $20,000, which has been paid by Pallplat, and additional cash payments of $20,000

payable on each of the first three anniversaries of the LOI; (ii) issue 1,200,000 Common Shares upon receipt

of the approval of the TSX Venture Exchange (the “TSXV”) at a deemed price of $0.05 per Common Share,

which have been issued, and an additional 600,000 Common Shares to be issued on each the first three

anniversaries of the LOI , and (ii) incur $800,000 in expendi tures in respect of the Property over a three-

year period.

In the event that the Option is exercised, the Company will grant a 2% net smelter returns royalty (“NSR”)

in favour of the Syndicate, subject to the ability of the Company to purchase 0.75% of the NSR (resulting

in the remaining NSR being 1.25%) for a purchase price of $1,250,000 at any time before the

commencement of commercial production on the Property.

The Company has also granted stock options (collectively, the “Options”) to management and consultants

to purchase of up to 1,500,000 common shares of the Company (each, a “ Share”), pursuant to the

Company’s Stock Option Plan. The Options are exercisable at an exercise price of $0.10 per Share for a

period of five years from the date of grant. Options will vest over the course of two years, with 25% vesting

every six months after the date of grant.

For further information, please contact:

Aleem Nathwani

Chief Executive Officer and Chairman

Tel: (604) 290-7073

Email: [email protected]

Cautionary Statement on Forward-Looking Information

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.

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This news release contains certain “forward -looking information” within the meaning of applicable securities law s. Forward

looking information is frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”,

“estimate”, “may”, “will”, “would”, “potential”, “proposed” and other similar words, or statements that certain events or

conditions “may” or “will” occur. These statements are only predictions. Forward-looking information is based on the opinions

and estimates of management at the date the information is provided, and is subject to a variety of risks and uncertainties and other

factors that could cause actual events or results to differ materially from those projected in the forward -looking information. For

a description of the risks and uncertainties facing the Company and its business and affairs, readers should refer to the Company’s

Management’s Discussion and Analysis. The Company undertakes no obligation to update forward -looking information if

circumstances or management’s estimates or opinions should change, unless required by law. The reader is cautioned not to place

undue reliance on forward-looking information.