Corporate Update -Rex Opportunity Corp. Announces Debt Settlement Agreements

Toronto, Ontario–(Newsfile Corp. – March 2, 2020) – Rex Opportunity Corp. (“Rex” or the “Company“) is pleased to announce that it has agreed to settle an aggregate of $262,195 owed to directors, former directors and officers and service providers (the “Creditors“) by issuing 26,219,471 common shares (the “Shares“) of the Company at a price of $0.01 per share, including 15,944,443 shares of the Company to Bruce Reid and 8,625,028 shares to Boyle & Co. LLP (“BCo“). As a result, Mr. Reid, who owns, directly or indirectly, 14,789,159 shares representing 55% of the outstanding shares and BCo which owns 320,029 shares representing 1.2% of the outstanding shares, will own, directly or indirectly, 30,733,602 shares of the Company representing 57.9% of the issued and outstanding shares of the Company and 8,625,028 shares representing 16.85% of the outstanding shares, respectively. Each of Mr. Reid and BCo, acting independently and not jointly nor in concert, is acquiring ownership of the shares for investment purposes and does not have any future intention to acquire ownership or control over additional securities of the Company however, may do so depending on market conditions and other strategic considerations. The common shares of the Company are currently not listed on any market.

The shares are subject to a four-month and one day hold period ending on June 29, 2020.

The shares for debt transactions with certain of the Creditors may be considered a related party transaction for the purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“), which is exempt from the formal valuation and minority approval requirements of MI 61-101 due to the Company not being listed on MI 61-101 specified markets and due to the financial hardship of the Company under exemptions set out in sections 5.5(b) and (g) and section 5.7(1)(e) of MI 61-101. Independent directors reviewed the shares for debt transactions and determined that the Company is in serious financial difficulty, the shares for debt transactions are designed to improve the financial position of the Company, and the terms of the shares for debt transactions are reasonable in the circumstances of the Company.

The shares for debt transactions are closing in less than 21 days due to the Company’s immediate need to address its financial situation, which shorter period is both reasonable and necessary in the circumstances.

To obtain a copy of the report required under early warning requirements contact Julio DiGirolamo at (416) 477-7771 or

For further information contact:
Rex Opportunity Corp.
Julio DiGirolamo, Chief Financial Officer
Phone: (416) 477-7771

No securities regulatory authority, stock exchange or regulatory services provider has reviewed or accepts responsibility for the content of this release.

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