Exgen announces the sale of the Empire NSR mining project for


NOT FOR DISTRIBUTION TO UNITED STATES WIRE SERVICES OR FOR DISTRIBUTION IN THE UNITED STATES

VANCOUVER, British Columbia, Sep 08, 2021 (GLOBE NEWSWIRE) – ExGen Resources Inc. (TSX.V: EXG; OTC: BXXRF) (“ExGen“, the “Society“) is pleased to announce the sale (the”Sale of NSR royalties“) its 100% owned NSR royalty on the Empire Mine project in Custer County, Idaho, United States (the”Empire mining project“) to a private purchaser (the”Buyer”) For a total cash consideration of C $ 2,750,000 and other potential cash payments based on the exploration and development milestones reached on the Empire mining project, as noted below. ExGen continues to hold 1,330,000 common shares of Phoenix Copper Ltd. and its 20% interest in Konnex Resources, Inc. (“Konnex”), Which holds the leases and claims for the Empire mining project. The sale of NSR royalties is not a “related party transaction” under MI 61-101, “Protection of holders of minority securities in special transactions ”, but this is a non-arm’s length transaction in accordance with the policies of the TSX Venture Exchange (the “TSXV”) And is subject to acceptance by the TSXV.

Details of the cash and potential consideration payable to ExGen in exchange for the sale of NSR royalties are described below:

Scheduled cash payments totaling $ 2,750,000

  • $ 500,000 within 10 days of the closing of the NSR Royalty Sale;
  • $ 500,000 on the earliest of the following dates: (i) 10 days of the buyer’s listing on a stock exchange in Canada or the United States or of the buyer’s shareholders receiving shares of an entity listed on a such purse; or (ii) 18 months after the closing of the sale of NSR royalties; and
  • $ 1,750,000 in cash payments made in seven cash payments of $ 250,000, with the first cash payment of $ 250,000 made on January 15, 2023, and six further cash payments of $ 250,000 every three months thereafter the last of these payments.

100% Residual Interest of the Empire Mining Project – Conditional Cash Payments Based on Milestones

  • $ 100,000 upon completion of a pre-feasibility study in accordance with NI 43-101 on the Empire mine project; and
  • on the date of filing of a feasibility study in accordance with NI 43-101, an additional amount of $ 250,000 per 100,000,000 lbs of copper reserves at the Empire mining project, as determined by this feasibility study NI 43-101 compliant;
  • ExGen indicates that there is currently no pre-feasibility study or feasibility study on the Empire mining project and that there is no guarantee that a pre-feasibility study or feasibility study will ever be carried out for the mining project. Empire, and therefore, there is no guarantee that the conditional cash payments described above will be paid as stated above, or not at all.

Jason Riley, Chief Executive Officer of ExGen, said: “The sale of NSR royalties from the Empire Mine project is a fantastic milestone and transaction for ExGen as it provides for large cash payments of $ 2,750,000, with a excellent potential if milestone payments are also met. This transaction demonstrates the buyer’s confidence in the Empire mining project, in which ExGen retains its 20% stake even after the sale of NSR royalties. We are very excited about the future exploration and development of the Empire mining project. “

QUALIFIED PERSON

Kieran Downes, Ph.D., P. Geo., A Qualified Person as defined by National Instrument 43-101, has reviewed and verified the technical information provided in this press release.

ABOUT EXGEN RESOURCES INC.

ExGen, formerly Boxxer Gold Corp, is a project accelerator that seeks to finance the exploration and development of our projects through joint ventures and partnership agreements. This approach significantly reduces technical and financial risks to ExGen, while maintaining upside exposure to new discoveries and potential cash flows. The company intends to build a diverse portfolio of projects across exploration stages and various product groups. ExGen currently has 5 projects in Canada and the United States.

For more information on ExGen, please contact ExGen Resources Inc.

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 information: This press release contains certain forward-looking information. All statements included in this document, 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. In particular, this press release contains forward-looking information regarding: the sale of NSR royalties, including the potential closing of the NSR royalty sale, the acceptance by the TSX Venture Exchange of the NSR royalty sale, future cash payments to be made in consideration for the sale of NSR royalties, contingent cash payments based on milestones in respect of the sale of NSR royalties which may be received by ExGen only if certain stages of exploration and development are respected on the Empire mining project; and future exploration and development of the Empire mining project. 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. There can be no assurance that development of the Empire mining project will be completed and, if development is completed, that such development will result in a producing mine. In the forward-looking information contained in this press release, ExGen has made numerous assumptions, based on practices and methodologies consistent with the mineral industry. In addition, ExGen has assumed: that it will obtain final acceptance by the TSX Venture Exchange of the sale of NSR royalties; continued market acceptance of its joint venture partnership model; the ability of ExGen and its partners to raise future funding, if necessary, at prices acceptable to ExGen or its partners; ExGen’s current and initial understanding and analysis of the Empire mining project; the ability of ExGen or third parties to discover viable exploration targets and exploration results on the Empire mining project; Phoenix’s ability to explore and develop the Empire mine project; the cost of exploration, including sampling, drilling and analysis, on the Empire mining project, the development costs of the Empire mining project and the costs and ability of its partners to produce a pre-feasibility study and a feasibility study in accordance with Regulation 43 -101; and ExGen’s general and administrative costs remain sustainable. Although ExGen considers these assumptions to be reasonable, these assumptions are inherently subject to significant uncertainties and contingencies. In addition, there are known and unknown risk factors that could cause ExGen’s observations, actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by the companies. forward-looking information contained herein. Known risk factors include, but are not limited to: the possibility that analytical results from core sampling do not return significant levels of copper, gold, silver, zinc, lead or any other molybdenum by-product; uncertainties related to the interpretation of drilling results and geology; continuity and grade of mineralization; there is no certainty that current work programs will result in significant or successful exploration of the Empire Mining Project or the development of the Empire Mining Project into a producing mine; uncertainty as to the actual results of exploration and development or exploitation activities; uncertainty about the availability and terms of future funding; uncertainty about the timely availability of permits and other government approvals; ExGen may not be able to comply with its outstanding obligations regarding its properties; the initial development of ExGen and its projects, and in particular, the Empire mine project; general business, economic, competitive, political and social uncertainties; capital market conditions and market prices for securities, junior market securities and mining exploration company securities; the prices of raw materials, in particular the prices of copper, gold, silver and zinc; competetion; changes in project parameters as plans continue to be refined; accidents and other risks inherent in the mining industry; lack of self-confidence; delay or failure to receive board or regulatory approvals; changes in legislation, including environmental legislation, affecting ExGen; conclusions of economic evaluations; and the lack of skilled and skilled labor or the loss of key individuals. A description of additional risk factors that may cause actual results to differ materially from forward-looking information can be found in ExGen’s disclosure documents on SEDAR’s website at www.sedar.com. Although ExGen has attempted to identify important factors which could cause actual results to differ materially from those contained in forward-looking information, other factors may cause results not to be as anticipated, estimated or planned. Therefore, readers should not place undue reliance on forward-looking information. ExGen does not undertake to update forward-looking information except in accordance with applicable securities laws.

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