Kingman Announces Non-Brokered Private Placement and Shares for Debt

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Vancouver, British Columbia--(Newsfile Corp. - January 17, 2023) - Kingman Minerals Ltd. (TSXV: KGS) (FSE: 47A) (OTCQB: KGSSF) ("Kingman" or the "Company") is pleased to announce that it intends to complete a non-brokered private placement of up to $350,000 (the "Offering") and to settle $456,725 of debt with shares. The Company will use the net proceeds of the Offering for working capital purposes.

Private Placement

Subject to the approval of the TSX Venture Exchange (the "Exchange"), the Company intends to complete the Offering by issuing 3,500,000 units (each, a "Unit") at a price of $0.10 per Unit. Each Unit will be comprised of one common share in the capital of the Company and one common share purchase warrant (each, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one additional common share of the Company at an exercise price of $0.12 per common share, for a period of 5 years from the date of closing of the Offering. No finder's fees are payable in connection with the Offering.

Closing of the Offering is subject to all applicable regulatory approvals, including the approval of the Exchange. All securities are subject to a hold period of four months and one day in accordance with applicable securities laws.

Debt Settlement

The Company intends to settle $456,725 of debt through a shares-for-debt settlement (the "Debt Settlement"). The debtors include 2 arms-length parties and two Insiders who have deferred fee payments for the past several years.

The Board of Directors believes it is in the best interest of the Company to settle these debts in order to focus the private placement funds on other Company costs.

Under the terms of the Debt Settlement the Company proposes to issue 4,567,250 common shares at a deemed price of $0.10 per share, the same price of each Unit being sold in the Offering. However, the Debt Settlement shares will not have any warrants attached. All shares issued pursuant to the Debt Settlement will be subject to a hold period of four months and one day in accordance with applicable securities laws.

As with the private placement, the debt settlement is subject to the approval of the Exchange.

About Kingman

Kingman Minerals Ltd. is currently engaged in the business of precious metal mineral exploration for the purpose of acquiring and advancing non grass roots mineral properties located in mining friendly jurisdictions of North America. The Mohave Project (the "Project") is located in the Music Mountains in Mohave County, Arizona and is comprised of 71 lode claims which are inclusive of the past producing Rosebud Mine (the "Rosebud"). High-grade gold and silver veins were discovered in the area in the 1880's and were mined mainly in the late 20's and 30's. Underground development on the Rosebud property included a 400-foot shaft and approximately 2,500 feet of drifts, raises and crosscuts.