BRIEF

on Torq Resources Inc. (CVE:TORQ)

Torq Resources Completes Debt Settlement of $529,000

Torq Resources Inc. has finalized a shares for debt settlement, issuing a total of 10,582,320 units to creditors to settle $529,116 in debts. This move accompanies a $1.7 million private placement. The company issued 2,261,120 shares to directors and 8,081,182 units to arm's length creditors. Each unit includes one share and a warrant, exercisable until October 1, 2029, for C$0.10 per share.

The settled debts primarily cover accrued interest on a $2.8 million loan and a $84,000 promissory note, as well as director wages. No finder fees were associated with this settlement. All securities from this settlement are subject to a four-month hold period under Canadian law.

The 2,261,120 shares issued to related parties are exempt from certain regulatory requirements due to their value not exceeding $2.5 million or 25% of the company's market cap. These securities won't be registered in the U.S. under the Securities Act of 1933.

R. E.

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