Vancouver, B.C., Canada – August 22, 2018 – Mag One Products Inc. (the “Company” or “Mag One”) announces that, as a result of a review by the British Columbia Securities Commission, the Company is issuing the following press release to clarify its disclosure.

Updated Financial Statements

On August 17, 2018 the Company filed on www.sedar.com the following amended, restated and updated financial statements and related management’s discussion and analysis, with related and amended certifications, for the following periods:

-        amended and restated financial statements (the “Amended and Restated Audited Financial Statements”) and management’s discussion and analysis for its most recent year ended September 30, 2017;

-        amended and restated financial statements and management’s discussion and analysis for its first quarter ended December 31, 2017; and

-        financial statements and management’s discussion and analysis for its second quarter ended March 31, 2018;

(collectively, the “Updated Financial Statements”).  As indicated in the Company’s amended MD&A for its Amended and Restated Audited Financial Statements:

“The Company’s consolidated financial statements for the year ended September 30, 2017 have been restated to correct for errors in the original year-end financial statements.  The amendments relate to corrections to the misclassification of certain amounts recorded to due from/to related parties, accounts payable and accrued liabilities, notes payable to related parties, note payable, share capital subscriptions received in advance, reserves, and subscription receivable as at September 30, 2017.  The amendments also include the correction to arithmetical errors in the statements of cash flows.  These financial statements also reflect a change to consulting and interest expenses that were not recorded in the previously issued audited financial statements.  An adjustment was made to gain/(loss) on settlement of debt that was incorrectly calculated.  Refer to note 18 of the consolidated financial statements for the year ended September 30, 2017 for the detail of the restatement adjustments.”.

As indicated in what is now note 18 of the Company’s Audited and Restated Audited Financial Statements; which have now been provided for in the Company’s Updated Financial Statements:

“The consolidated financial statements of the Company as at September 30, 2017 and for the year then ended have been restated to correct material errors and omissions in its prior filing.  The Company discovered the deficiencies in the accounting information subsequent to the filing and issuance of the financial statements and now wishes to rectify the situation by restating the financial statements for the year ended September 30, 2017 using the updated and complete information currently available.

The effects of the restatement are as follows:

Statement of Financial Position

 

	September 30, 2017 (Original) $	Adjustments $	September 30, 2017 (Restated) $
Assets
Current Assets
Cash	19,475	-	19,475
Sales tax receivable	100,747	-	100,747
Due from related parties	56,000	(56,000)	-
	176,222	(56,000)	120,222
Plant and equipment	301,863	-	301,863
Intangible assets	30,250	-	30,250
	508,335	(56,000)	452,335
Liabilities and shareholders’ equity
Current liabilities
Cheques in excess of funds available	5,096	-	5,096
Accounts payable and accrued liabilities	334,468	(120,000)	214,468
Advance from Investissement Québec	148,500	-	148,500
Due to related parties	206,826	(164,750)	42,076
Note payable to related party	100,000	(100,000)	-
Note payable	-	120,000	120,000
	794,890	(264,750)	530,140
Shareholders’ Equity
Share capital	6,807,392	(73,950)	6,733,442
Reserves	8,194,265	18,873	8,212,838
Subscriptions received in advance	581,188	(171,590)	409,598
Subscriptions receivable	(291,527)	291,527	-
Deficit	(15,577,873)	144,190	(15,433,683)
	(286,555)	208,750	(77,805)
	508,335	(56,000)	452,335

 

Statement of Loss and Comprehensive Loss

 

	Year ended September 30, 2017 (Original) $	Adjustments $	Year ended September 30, 2017 (Restated) $
Administrative expenses
Amortization	63,103	-	63,103
Office and administration	210,694	(120,063)	90,631
Professional and consulting fees	717,589	(104,850)	612,739
Investor communication	311,931		311,931
Research	708,570	-	708,570
Share-based compensation	756,992	-	756,992

 

Travel	40,085	-	40,085
Trust and filing fees	25,865	-	25,865
	(2,834,829)	224,913	(2,609,916)
Other items
Impairment on loan receivable	(208,839)	-	(208,839)
Interest income	7,342	10	7,352
Interest expenses	(46,576)	(12,860)	(59,436)
Gain on settlement of debts	110,120	(67,873)	42,247
Net loss for the year	(2,972,782)	144,190	(2,828,592)
Other comprehensive income
Foreign currency translation adjustment	7,788	-	7,788
Comprehensive loss for the year	(2,964,994)	144,190	(2,820,804)

 

Statement of Cash Flows

 

	Year ended September 30, 2017 (Original) $	Adjustments $	Year ended September 30, 2017 (Restated) $
Cash provided by (used in):
Operating activities
Net loss for the year	(2,972,782)	144,190	(2,828,592)
Adjustments for non-cash items
Share-based compensation	756,992	-	756,992
Accrued interest on note payable	36,576	12,860	49,436
Accrued interest on loan receivable	(7,352)	-	(7,352)
Amortization	63,103	-	63,103
Loss / (Gain) on settlement of debt	130,120	(172,367)	(42,247)
Impairment of loan receivable	208,839	-	208,839
Consulting fees paid in shares	105,000	-	105,000
Changes in non-cash operating working capital:
Prepayments	(24,217)	(1)	(24,218)
Accounts payable and accrued liabilities	(46,859)	107,975	61,116
Due to related parties	(36,000)	(37,680)	(73,680)
	(1,813,930)		(1,731,603)
Investing activities
Additions to plant and equipment	(152,368)	-	(152,368)
Additions to intangible assets	(10,000)	-	(10,000)
Issuance of loan receivable	(194,136)	(7,351)	(201,487)
	(356,504)		(363,855)

 

Financing activities
Proceeds from issuance of promissory notes	280,000	170,000		450,000
Repayment of promissory notes	-	(250,000)		(250,000)
Share issuance for cash, net of share issuance costs	900,685	171,207		1,071,892
Subscriptions received in advance	581,188	(171,590)		409,598
Exercise of warrants	57,000	-		57,000
Advance from Investissement Québec	148,500	-		148,500
Bank indebtedness	5,096	-		5,096
	1,967,053			1,892,086
Effect of foreign currency on cash	15,609	(1)		15,608
Decrease in cash	(187,763)	(1)		(187,764)
Cash, beginning of year	207,239	-	207,239
Cash, end of year	19,476			19,475”

Management

The Board of Directors of the Company (the “Board”) has recently accepted the consent to act as a director and Chief Financial Officer of the Company from William Thomas (the “Appointment”).  Mr. Thomas is a CPA with over four decades of international experience working with public companies involved in oil and gas, mining and pharmaceutical activities.

In conjunction with such Appointment, the Board has now also appointed the following Executive Officers of the Company:

Gillian Holcroft:                        Chairperson, President, CEO and a director;

William Thomas:                        Secretary, CFO and a director;

Nelson Skalbania                        director; and

Rod Burylo                                director.

Corporate Update

The Company is pleased to advise that, since our last press release issued in May, our technical team in Quebec have continued to work diligently to advance Mag One’s high purity magnesium oxide (MgO), high value silica and magnesium (Mg) metal projects.  Specifically, the Company has filed for a preliminary technology patent, has initiated work to quantify the performance of its high value silica and, after two rounds of qualifications, was invited to submit a proposal on August 8th for the Canadian Government’s Clean Growth Program (CGP) to support the Front-End Engineering Design for a 30,000 TPY MgO demonstration plant in Quebec.  The Company expects to initiate this project in January 2019.  In addition, the Company continues to work with Dr. Doug Zuliani, Founder of Tech Magnesium, to advance the technology for the aluminothermic reduction of MgO to produce Mg metal using Dr. Zuliani’s novel continuous furnace design.

On behalf of the Board, “Gillian Holcroft”, President and CEO.

Neither the Canadian Securities Exchange nor CNSX Markets accepts responsibility for the adequacy or accuracy of this news release.

About Mag One

For further information or questions respecting the Company kindly contact the Company via email at:  info@MagOneProducts.com.  Additional information can be found on the Company’s website at www.MagOneProducts.com or by viewing the Company’s filings at www.sedar.com.

Forward-Looking Information

Information set forth in this press release may involve forward-looking statements.  Forward-looking statements are statements that relate to future, not past, events.  In this context, forward-looking statements often address a company’s expected future business and financial performance, and often contain words such as “anticipate”, “believe”, “plan”, “estimate”, “expect”, and “intend”, statements that an action or event “may”, “might”, “could”, “should”, or “will” be taken or occur, or other similar expressions. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following risks: risks associated with marketing and sale of securities; the need for additional financing; reliance on key personnel; the potential for conflicts of interest among certain officers or directors with certain other projects; and the volatility of common share price and volume.  Forward-looking statements are made based on management’s beliefs, estimates and opinions on the date that statements are made and except as required by law, the Company undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change. Investors are cautioned against attributing undue certainty to forward-looking statements.  For further information on risk, investors are advised to see the Company’s MD&A and other disclosure filings with the CSE regulators which are found at www.sedar.com.

THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS PRESS RELEASE REPRESENTS THE EXPECTATIONS OF THE COMPANY AS OF THE DATE OF THIS PRESS RELEASE AND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE.  WHILE THE COMPANY MAY ELECT TO, IT DOES NOT UNDERTAKE TO UPDATE THIS INFORMATION AT ANY PARTICULAR TIME EXCEPT AS REQUIRED IN ACCORDANCE WITH APPLICABLE SECURITIES LEGISLATION.

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