WESTERN EXPLORATION TO COMPLETE SHARES-FOR-DEBT TRANSACTION

TORONTO, Jan. 18, 2022 /CNW/ - Western Exploration Inc. ("Western Exploration" or the "Company"), a Nevada-focused previous metals exploration company, today announces the terms of a proposed shares-for-debt settlement (the "Debt Settlement Transaction"), pursuant to which the Company has agreed to issue an aggregate of 169,205 units (the "Units") of the Company at a deemed price of $2.65 per Unit in full satisfaction of an aggregate of $448,394 in outstanding professional fees owed to a service provider of the Company. The Debt Settlement Transaction will allow the Company to preserve its cash for use in furtherance of Western Exploration's exploration initiatives in 2022.

Each Unit will be comprised of one common share of the Company (each, a "Common Share") and one common share purchase warrant of the Company (each, a "Warrant"). Each Warrant will be exercisable by the holder thereof to acquire one Common Share for a period of 24 months from the date of issuance at an exercise price of $3.975 per Common Share. The Units (including the Common Shares and Warrants underlying the Units) will be subject to a customary four-month hold period from the date of issuance in accordance with applicable securities laws.

The issue price of $2.65 per Unit is equal to the price at which units of the Company were issued pursuant to the brokered private placement completed by the Company concurrent with its reverse takeover transaction, which closed on December 22, 2021.

The completion of the Debt Settlement Transaction remains subject to certain regulatory approvals, including the approval of the TSX Venture Exchange (the "Exchange") pursuant to Policy 4.3 ? Shares for Debt of the Exchange.

About Western Exploration Inc.

Western Exploration Inc. is a well-capitalized, Nevada-focused previous metals exploration company, aiming to be a premier gold and silver development company in North America. The company was born out of a 25-year history of advancing exploration projects in Nevada as a private company. Its principal asset is the Aura gold silver project located in Elko County, Nevada approximately 120 kilometers north of the city of Elko, Nevada.

Cautionary Note Regarding Forward-Looking Information

Certain statements contained in this news release may be deemed "forward?looking statements" within the meaning of applicable Canadian and U.S. securities laws. These forward?looking statements, by their nature, require the Company to make certain assumptions and necessarily involve known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these forward?looking statements. Forward?looking statements are not guarantees of performance. Words such as "may", "will", "would", "could", "expect", "believe", "plan", "anticipate", "intend", "estimate", "continue", or the negative or comparable terminology, as well as terms usually used in the future and the conditional, are intended to identify forward?looking statements. Information contained in forward?looking statements including, but not limited to, the timing and ability of the Company to complete the Debt Settlement Transaction (if at all and on the terms described herein), the ability of the Company to obtain the approval of the Exchange of the Debt Settlement Transaction, the Company being well-capitalized, the ability of Western Exploration to become a premier gold and silver development company in North America, and the ability of exploration results to accurately predict mineralization, is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including management's perceptions of current conditions and expected future developments and other considerations that are believed to be appropriate in the circumstances. The Company considers its assumptions to be reasonable based on information currently available, but cautions the reader that its assumptions regarding future events, many of which are beyond the control of the Company, may ultimately prove to be incorrect since they are subject to risks and uncertainties that affect the Company and its business.

Although the Company believes that the assumptions and factors used in preparing the forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, other than as required by law.

Neither the Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this news release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

SOURCE Western Exploration Inc.