August 24, 2023 – Vancouver, British Columbia. Stamper Oil & Gas Corp. (“Stamper” or the “Company”) (TSX-V: STMP; FSE: TMP2) announces that it has repriced the Private Placement previously announced on July 24, 2023. The price for the up to 7,692,308 units (the “Units”) has been adjusted to a price of $0.065 per Unit for gross proceeds of up to $500,000.

Each Unit will consist of one (1) common share (a Share”) and one (1) transferable common share purchase warrant (a “Warrant”), with each warrant entitling the holder to purchase one additional common share (a “Warrant Share”) at an exercise price of $0.085 per share for a period of 36 months from the closing date.

Flow-Through Offering

The Company announces that it has also repricing the FT Private Placement previously announced on July 24, 2023. The price for the up to 2,352,942 flow-through units (the “FT Units”) has been adjusted to a price of $0.085 per FT Units for gross proceeds of up to $200,000. Each FT Share will be issued as a “flow-through share” as such term is defined in subsection 66(15) of the Income Tax Act (Canada), and associated regulations made thereunder.

Each FT Unit will consist of one (1) common share (a Share”) and one (1) transferable common share purchase warrant (a “Warrant”), with each warrant entitling the holder to purchase one additional common share (a “Warrant Share”) at an exercise price of $0.085 per share for a period of 36 months from the closing date.

All of the other terms set out in the Press Release of July 24, 2023 remain the same.

Warrant Amendments

The Company announces that, subject to regulatory approval, it intends to extend the expiration date and amend the exercise price of a total of 2,848,908 warrants (the “Warrants”) originally issued by the Company on June 7, 2021, June 21, 2021 and April 19, 2022 pursuant to non-brokered private placements.

The Company wishes to extend the expiry date of 679,998 Warrants from June 7, 2021 to June 7, 2026, 7,194 Warrants from June 21, 2021 to July 21, 2026 and 2,161,716 Warrants from April 19, 2022 to April 19, 2027. The Company wishes to amend the exercise price of 679,998 Warrants from $1.50 to $0.085, 7,194 Warrants from $2.40 to $0.085 and 2,161,716 Warrants from 0.37 to $0.085.

About Stamper Oil & Gas

Stamper Oil & Gas Corp. (TSX-V: STMP) is a resource company, seeking to acquire interests in mineral and/or oil & gas resource properties. The Company is committed to creating sustainable shareholder value by evaluating and developing future prospects into commercially viable assets.

ON BEHALF OF THE BOARD OF DIRECTORS

“Bryson Goodwin”
Bryson Goodwin, President & CEO, Chairman of Board of Directors

For further information, please contact:
Phone: 604-341-1531
Email: brysongoodwin@shaw.ca

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 release.

Forward-Looking Statements

This news release contains certain statements that may be deemed “forward-looking” statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although Stamper Oil & Gas Corp. believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward looking statements. Forward looking statements are based on the beliefs, estimates and opinions of Stamper Oil & Gas Corp. management on the date the statements are made. Except as required by law, Stamper Oil & Gas Corp. undertakes no obligation to update these forward looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.