Angkor Resources Settles $1.92 Million Debt Through Share Issuance

Angkor Resources Corp. has announced a significant debt restructuring initiative through which the company will settle $1,922,800 of outstanding obligations by issuing shares to creditors. The shares for debt transactions involve issuing 8,263,333 units at a deemed price of $0.21 per unit, with each unit consisting of one common share and one-half share purchase warrant. The warrants are exercisable at $0.30 per share for 24 months and include an acceleration clause that triggers forced exercise if the company's shares trade at $0.40 or above for 10 consecutive trading days.

The debt settlement encompasses five distinct categories of obligations, including loans totaling $471,300 covering principal and interest on three facilities, a $400,000 principal payment related to the Evesham acquisition, settlement amounts due to a 30% participating partner from the Oyadao North license sale to Almighty Resources, notes payable conversions of $875,000 for the original gas capture project funding in Evesham, Saskatchewan, and $62,500 in compensation to management and contractors paid in lieu of cash remuneration. An additional $187,500 will be settled through common share issuance to directors, officers, insiders, and management at the same $0.21 price, though these transactions do not qualify for warrant inclusion as they involve related parties.

Chief Financial Officer Grant T. Smith emphasized the strategic importance of this transaction, noting that it significantly improves the company's balance sheet by reducing debt burden and lowering interest expenses. The unanimous board approval reflects confidence in this approach to enhancing shareholder value while freeing resources for core business initiatives. The transaction qualifies as a related party transaction under Multilateral Instrument 61-101 but proceeds under exemptions since the company is not listed on specified markets and the transaction value doesn't exceed 25% of market capitalization.

Completion of the shares for debt transaction remains subject to TSX Venture Exchange approval, with issued shares subject to a standard four-month hold period under securities regulations. This financial restructuring follows Angkor's recent operational developments, including its carbon capture and gas conservation project in Saskatchewan and mineral exploration activities in Cambodia through subsidiary Angkor Gold Corp. The company's energy subsidiary EnerCam Resources holds Block VIII, an onshore oil and gas license covering 4,277 square kilometers in Cambodia after voluntarily removing protected areas from the original 7,300 square kilometer concession. Additional corporate information is available through regulatory filings at https://www.sedarplus.ca.