ExGen Announces ROFR and Convertible Loan to Private Company in Connection with the Spark South Lithium Project in Elko County Nevada

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VANCOUVER, British Columbia, April 11, 2025 (GLOBE NEWSWIRE) -- ExGen Resources Inc. (TSX.V: EXG; OTC: BXXRF) (“ExGen”, the “Company”): ExGen is pleased to announce that it has secured a right of first refusal (the “ROFR”) in relation to the Spark South lithium project, south and adjacent to Surge Battery Metals Inc.'s Nevada North lithium project, both in Elko county, Nevada, as partial consideration for a C$750,000 unsecured convertible loan (the “Loan”) granted by the Company to an arms-length private company (the “Vendor”). The ROFR was granted pursuant to a right of first refusal agreement dated April 8, 2025 between the Company and the Vendor (the “ROFR Agreement”). The Loan is evidenced by an unsecured convertible debenture granted by the Vendor to the Company (the “Debenture”).

Pursuant to the ROFR Agreement, the Company has a right of first refusal, during the period of three (3) years following the date of the ROFR Agreement, in respect of any third-party transaction that would result in a change of control of the Vendor. Pursuant to the terms of the Debenture, the Loan has a term of three (3) years, subject to early termination on a change of control, and carries interest at a rate of 15% per annum, payable on maturity (either upon a change of control or at the end of the term). The principal and interest under the Debenture are convertible at the option of the Corporation for shares in the Vendor at a price of $0.15 per share.

Jason Riley, Chief Executive Officer of ExGen, commented, "We believe the Lithium district in Elko county, Nevada, is one of the highest-grade lithium opportunities and could be the next development area in North America. Our first acquisition (March 2025) within the district was the Spark North situated just North of Surge Battery’s lithium discovery. Subsequently, with this ROFR and convertible loan, ExGen has the option to significantly increase our interests through the Spark South property adjacent to the South side of the Surge property."

ABOUT EXGEN RESOURCES INC.

ExGen, formerly Boxxer Gold Corp, is a project accelerator that seeks to fund exploration and development of our projects through joint ventures and partnership agreements. This approach significantly reduces the technical and financial risks for ExGen, while maintaining the upside exposure to new discoveries and potential cash flow. The Company intends to build a diverse portfolio of projects across exploration stages and various commodity groups. ExGen currently has 6 projects in Canada and the US.
For more information on ExGen please contact:

ExGen Resources Inc.
Jason Tong
Chief Financial Officer
Email: jason@catapultgroup.ca
Cell: 604-889-7827

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 news release contains certain forward-looking information. All statements included herein, 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 news release contains forward-looking information in relation to: the Loan and the execution of the ROFR Agreement and the Debenture, including, the potential repayment of the Loan or conversion of the Loan into shares of the Vendor and the potential exercise of the ROFR in respect of a third-party transaction; the lithium grade potential opportunity, and the potential of being a development area, of the Lithium district in Elko county, Nevada; and the potential of ExGen to significantly increase its position in the Lithium district in Elko county, Nevada. 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 the forward looking information contained in this news release, ExGen has made numerous assumptions, based upon practices and methodologies which are consistent with the mineral industry. In addition, ExGen has assumed: the ability of the Vendor to repay the loan and/or the possibility of the Company of converting the Loan to equity of the Vendor; the ability of the Company to exercise the ROFR; the continued market acceptance of the ExGen’s joint venture partnership model; the ability of ExGen and its partners to raise future equity financing, if needed, at prices acceptable to ExGen or its partners; ExGen's current and initial understanding and analysis of the Spark South lithium project; the ability of ExGen or third parties to discover viable exploration targets and the results of exploration at the Spark South lithium project; and ExGen's general and administrative costs remaining sustainable. While ExGen considers these assumptions to be reasonable, these assumptions are inherently subject to significant uncertainties and contingencies. Additionally, there are known and unknown risk factors which could cause ExGen's observations, actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained herein. Known risk factors include, among others: the possibility that the analytical results from future core sampling does not return significant grades of lithium or any other mineralization; uncertainties relating to interpretation of drill results and the geology; continuity and grade of mineralization; there is no certainty that any work programs will result in significant or successful exploration of the Spark South lithium project or development of the Spark South lithium project into a producing mine; uncertainty as to the actual results of exploration and development or operational activities; uncertainty as to the availability and terms of future financing; uncertainty as to timely availability of permits and other governmental approvals; ExGen may not be able to comply with its ongoing obligations regarding its properties; the early stage development of ExGen and its projects, and in particular, the Spark South lithium 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; commodity prices, in particular copper, gold, silver, lithium and zinc prices; competition; changes in project parameters as plans continue to be refined; accidents and other risks inherent in the mining industry; lack of insurance; delay or failure to receive board or regulatory approvals; changes in legislation, including environmental legislation, affecting ExGen; conclusions of economic evaluations; the inability of the Vendor to repay the Loan; and lack of qualified, skilled labour or 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 the SEDAR+ website at www.sedarplus.ca. Although ExGen has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information. ExGen does not undertake to update any forward-looking information except in accordance with applicable securities laws.