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Early Warning News Release

This press release is issued pursuant to the National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.

TORONTO, ONTARIO, CANADA, April 22, 2022 /EINPresswire.com/ -- PowerOne Capital Corp. (“PowerOne”) completed an acquisition (the “Acquisition”) of an aggregate of 27,400,000 common shares (the “Acquired Shares”) of MGM Resources Corp. (the “Issuer”) from Greg Wilson, Jason I. Goldman Professional Corporation, and Kevin Fickle and certain other sellers (collectively, the “Sellers”) pursuant to the share purchase agreements entered into between PowerOne and each of the Sellers (the “SPAs”). The Acquisition closed on April 21, 2022, and the Acquired Shares were acquired for aggregate consideration of $172,800 in settlement of indebtedness owed to PowerOne by the Sellers.

Prior to the Acquisition,
- Greg Wilson, an individual residing in Ottawa, Ontario, beneficially held 21,006,667 common shares representing approximately 41.30% of the issued and outstanding common shares.
- Jason I. Goldman Professional Corporation, a corporation with a head office in Toronto, Ontario, beneficially held 10,122,400 common shares representing approximately 19.90% of the issued and outstanding common shares.
- Kevin Fickle, an individual residing in California, United States of America, beneficially held 10,503,333 common shares representing approximately 20.65% of the issued and outstanding common shares.
- PowerOne did not beneficially own, or exercise control or direction over any common shares of the Issuer.

Following the closing of the Acquisition,
- Greg Wilson beneficially holds 8,402,667 common shares representing approximately 16.5% of the issued and outstanding common shares.
- Jason I. Goldman Professional Corporation beneficially holds 3,820,400 common shares representing approximately 7.5% of the issued and outstanding common shares.
- Kevin Fickle beneficially holds 4,201,333 common shares representing approximately 8.3% of the issued and outstanding common shares.
- PowerOne beneficially owns 27,400,000 common shares representing approximately 53.9% of the issued and outstanding common shares.

The Acquisition was conducted in reliance on the “private agreement exemption” in section 4.2 of National Instrument 62-104 – Take-Over Bids and Issuer Bids (“NI 62-104”) and as a result was exempt from the take-over bid requirements in Part 2 of NI 62-104. The Acquired Shares were purchased from not more than five sellers and at a price less than 115% of the market price of the Acquired Shares, in each case as calculated in accordance with NI 62-104.

In the future, the Acquiror, Greg Wilson, Jason I. Goldman Professional Corporation, and Kevin Fickle may, depending on market and other conditions, increase or decrease their beneficial ownership of securities of the Issuer.

This news release is issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues. Copies of the early warning reports filed by PowerOne and Greg Wilson, Jason I. Goldman Professional Corporation, and Kevin Fickle will appear on the System for Electronic Document Analysis and Retrieval at www.sedar.com on the Issuer’s profile.

For further information or to request copies of the early warning reports, please contact Grant Duthie at gduthie@garfinkle.com.

Grant Duthie
Garfinkle Biderman LLP
email us here

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