Marksmen Energy Inc. announced a a non-brokered private placement of up to 20,000,000 units at an issue price of CAD 0.015 per Unit for aggregate gross proceeds of up to a maximum of CAD 300,000 on April 24, 2024. The Units will be comprised of one common share and one common share purchase warrant. Each whole Warrant entitles the holder thereof to purchase one Common Share for CAD 0.05 expiring two years from the date of the closing of the Offering.

The company may pay a cash commission or finder's fee to qualified non-related parties of up to 8% of the gross proceeds of the Offering (CAD 24,000) and broker warrants equal to up to 8% of the number of Units sold in the Offering (1,600,000 Broker Warrants). Each Broker Warrant will entitle the holder to acquire one Common Share at a price of CAD 0.05 per Broker Warrant for a period of one year from the date of issuance. The Offering is being offered to all of the existing shareholders of Marksmen who are permitted to subscribe pursuant to the Existing Security Holder Exemption.

This offer is open until June 7, 2024 or such other date or dates as the Company determines, and one or more closings are expected to occur, with the first closing anticipated for on or about May 10, 2024 or such other date or dates as the Company determines. Completion of the Offering is subject to regulatory approval including, but not limited to, the approval of the TSX Venture Exchange. The Common Shares, Warrants and Broker Warrants issued will be subject to a four month hold period from the date of the closing of the Offering.

It is expected that insiders of the Company will participate in the Offering.