Western Pacific Closes Asset Purchase Agreement With Green Oil And Concurrent Financing

June 12, 2020

Vancouver, B.C., June 12, 2020 WESTERN PACIFIC RESOURCES CORP. (TSXV: WRP) (the “Company” or “Western Pacific”) is pleased to announce that it has closed its acquisition of certain mineral claims located in Ecuador known as the Julian Property (the “Transaction”) and concurrent private placement of units for gross proceeds of $1,500,000 (the “Private Placement”), as disclosed in the Company’s previous news releases dated January 28, 2020 and June 9, 2020.

Pursuant to an asset purchase agreement with Green Oil S.A. (“Green Oil”), Western Pacific distributed a total of 6,000,000 common shares in the capital of the Company (the “Shares”) to Green Oil and its nominees in connection with the Transaction, subject to completion of regulatory notices and registrations in the local jurisdiction. The Company also paid a cash finder’s fee of $94,500 to an arm’s length third party.

The Julian Property is located in the Province of Azuay in the canton of Oña, overlapping the Parishes Oña Yacuambi and Nabón, approximately 64km southwest of the city of Cuenca and 100km southeast of Machala in the Cordillera Real de los Andes Ecuador. Additional information on the Julian Property is provided in the Company’s news release dated June 9, 2020 and in a technical report for the Julian Property which is available under the Company’s profile at www.sedar.com.

The Transaction was a Fundamental Acquisition, as defined under the policies of the TSX Venture Exchange (the “Exchange”). Pursuant to Exchange policy, Western Pacific’s common shares were halted pending completion of the Transaction and will resume trading following the issuance of the Exchange’s final bulletin in respect of the Transaction.

Concurrent with the closing of the Transaction, Western Pacific completed the Private Placement of 7,500,000 units (“Units”) of Western Pacific at a price of $0.20 per Unit for gross proceeds of $1,500,000. Each Unit consists of one Share and one-half of one common share purchase warrant (a “Warrant”) with each whole Warrant being exercisable by the holder to purchase one additional Share at a price of $0.35 per Share at any time within one year of the issuance of the Warrant. The Company paid fees of $104,670 in cash and issued 523,350 Warrants exercisable at a price of $0.35 for a period of one year (the “Finder’s Warrants”), to eligible finders. The Shares, Warrants, and Finder’s Warrants distributed in connection with the Private Placement are subject to a hold period of four months and one day from the date of issuance.

CEO & Board Appointment

On closing of the Transaction, the Company appointed Luis Zapata to replace Jeffrey Sundar as the Company’s Chief Executive Officer. Western Pacific wishes to thank Jeffrey Sundar for his contributions to the Company. The Company has also appointed Mr. Luis Miguel Espinosa Chiriboga, nominee of Green Oil S.A., as a director to its board of directors.

Mr. Luis Zapata is a resources finance professional with over 14 years of experience. Mr. Zapata was most recently Director, Latin America Institutional Equities at Canaccord Genuity where he launched Canaccord's Latin America Institutional Equities business unit in 2010. Mr. Zapata was also previously Partner and Head of Capital Markets at Seminario SAB, Peru's largest independent brokerage firm. Mr. Zapata is a frequent media commentator on the resource sector and a dual Canadian/Peruvian citizen fluent in English and Spanish.

Luis Miguel Espinosa Chiriboga is a resource business executive with over 15 year of experience in extractive industries and project management primarily in Ecuador. Mr. Espinosa is currently the President of Green Oil S.A., and as part of his role with Green Oil S.A. is the General Manager of Hidrotolumbi S.A. an Ecuadorian company in the business of construction and operation of a hydroelectric project. Mr. Espinosa holds a degree in business administration and is fluent in Spanish and English.

Western Pacific also announces that the Company has entered into an agreement with Peak Investor Marketing Corp. (“Peak”), subject to the acceptance for filing by the Exchange, to assist the Company with marketing strategy and planning, corporate communications and public relations, with the goal of increasing market awareness of the company. Peak, based in Vancouver, British Columbia, provides full service marketing and consulting services focused on the junior mining sector. The initial term of the agreement is for a one-year period subject to earlier termination by either party. In consideration for its services, Peak will be paid a monthly fee of $12,000 and, subject to the approval of the Exchange, will receive stock options to purchase up to 200,000 Shares as part of the Company’s next option grant. Peak does not currently hold any securities of the Company.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

For further information, please contact:

Western Pacific Resources Corp.

Darryl Cardey, Director 604-638-8063

ON BEHALF OF THE BOARD

 

Cautionary Statement Regarding

“Forward-Looking” Information Some of the statements contained in this news release are forward-looking statements and information within the meaning of applicable securities laws. Forward-looking statements and information can be identified by the use of words such as “expects”, “intends”, “is expected”, “potential”, “suggests” or variations of such words or phrases, or statements that certain actions, events or results “may”, “could”, “should”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking statements in this news release include the completion of regulatory notices and registration in respect of the Company’s interest in the concessions forming part of the Julian Property. Forward-looking statements and information are not historical facts and are subject to a number of risks and uncertainties beyond Western Pacific’s control. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this news release. Accordingly, readers should not place undue reliance on forward-looking statements. Western Pacific undertakes no obligation to update publicly or otherwise revise any forward-looking statements, except as may be required by law

 

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