MARKSMEN ANNOUNCES CLOSING OF PRIVATE PLACEMENT AND EARLY WARNING REPORT - Seite 2

The Company did not file a material change report more than 21 days before the expected closing of the Offering because the details of the participation therein by related parties of the Company were not settled until shortly prior to closing of the Offering and the Company wished to close on an expedited basis for business reasons.

Early Warning Report

In connection with the closing of the Offering, the Company issued 500,000 Units to Peter Geib, for total consideration of $25,000. 

As of April 13, 2018, Mr. Geib had control of 8,586,000 Common Shares representing 9.51% of the issued and outstanding Common Shares, 116,666 vested stock options (“Options”) and 605,500 Warrants. Assuming the exercise of the Warrants and vested Options, Mr. Geib would have control or direction over 9,308,166 Common Shares, representing 10.22% of the issued and outstanding Common Shares as of April 13, 2018.

Immediately after the closing of the Offering, Mr. Geib had control of 11,886,000 Common Shares representing 10.15% of the issued and outstanding Common Shares, 558,335 vested Options and 1,221,500 Warrants. Assuming the exercise of the Warrants and vested Options, Mr. Geib would have control or direction over 14,887,335 Common Shares, representing 12.39% of the issued and outstanding Common Shares.

The Common Shares are being held by Mr. Geib for investment purposes only, and Mr. Geib may from time to time, acquire or dispose of all or a portion of the Common Shares. 

A report respecting this acquisition will be filed with the applicable securities commissions using the Canadian System for Electronic Document Analysis and Retrieval (SEDAR) and will be available for viewing on the Company's profile at www.sedar.com. 

For additional information regarding this news release please contact Archie Nesbitt, Director and CEO of the Company at [phone] or e-mail [e-mail].  

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.

This news release may contain certain forward-looking information and statements, including without limitation, statements pertaining to the use of proceeds and the Company's ability to obtain necessary approvals from the TSXV. All statements included herein, other than statements of historical fact, are forward-looking information and such information involves various risks and uncertainties.  There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information.  A description of assumptions used to develop such forward-looking information and a description of risk factors that may cause actual results to differ materially from forward-looking information can be found in Marksmen’s disclosure documents on the SEDAR website at www.sedar.com. Marksmen does not undertake to update any forward-looking information except in accordance with applicable securities laws.