Mr. John O'Donnell reports

ABSOLUTELY CRITICAL RESOURCES SIGNS AGREEMENT FOR PARTIAL CANCELLATION AND SETTLEMENT OF DEBT FOR SHARES

Absolutely Critical Resources Corp. (formerly AFR Nuventure Resources Inc.) has entered into debt settlement agreements to settle an aggregate of $364,120 in outstanding debt relating to certain management and directors who have not been paid for almost two years as recorded in the financial statements of the company filed on SEDAR+. The debt settlement transaction comprises $210,000 of the debt through the issuance of 4.2 million common shares of AFR at a deemed price of five cents per common share and the cancellation of $154,120 of remaining debt owed to the management and directors. The reduced debt has been calculated in accordance with TSX Venture Exchange Policy 4.3 (Shares for Debt) with the balance of the debt being cancelled and forgiven. Forty per cent of the reduced debt was assigned to arm's-length parties at a 50-per-cent discount to the amount of the debt.

The board of directors of AFR has determined the shares-for-debt transaction is in the best interests of the company and removes a significant burden on the company's ability to move forward with its business plans.

Closing of the shares-for-debt transaction is subject to customary closing conditions, including the approval of the TSX Venture Exchange. The common shares to be issued pursuant to the shares-for-debt transaction will be subject to a hold period of four months following the date of issuance in accordance with applicable securities laws and TSX-V policies.

Multilateral Instrument 61-101 disclosure

The participation of certain insiders, being related parties of AFR, means that the shares-for-debt transaction is considered to be a related-party transaction of the company for purposes of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions).

AFR may, however, complete the shares-for-debt transaction in reliance on exemptions available under MI 61-101 from the formal valuation and minority approval requirements of MI 61-101. Specifically, the shares-for-debt transaction is exempt from the formal valuation requirement in Section 5.4 of MI 61-101 in reliance on Section 5.5(b) of MI 61-101 as AFR is not listed on a specified market within the meaning of MI 61-101. Additionally, the shares-for-debt transaction is exempt from the minority approval requirement in Section 5.6 of MI 61-101 in reliance on Section 5.7(1)(a) of MI 61-101 insofar as neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the shares-for-debt transaction, insofar as it involves (or is expected to involve) interested parties, exceeds 25 per cent of the company's market capitalization.