ExGen Resources Finalizes Acquisition of MTB Metals

ExGen Resources Completes Acquisition of MTB Metals, Bolstering Mineral Portfolio

Vancouver, British Columbia – December 19, 2025 – ExGen Resources Inc. (OTC Pink: BXXRF) announced today the successful completion of its court-approved plan of arrangement to acquire 100% of MTB Metals Corp. This strategic move integrates MTB’s promising exploration assets into ExGen’s expanding portfolio, a development poised to reshape the company’s market position.

Under the terms of the arrangement, MTB shareholders have received 0.286 ExGen common shares for each MTB share held. This exchange ratio was also applied to outstanding MTB options and warrants, ensuring a consistent economic outcome for all security holders. Following the transaction, ExGen now has 109,149,808 common shares issued and outstanding.

“The integration of MTB marks a pivotal milestone for ExGen,” stated Jason Riley, CEO of ExGen Resources. “This partnership isn’t just about scale; it’s about combining our shared vision to capture an incredible time in the market that we believe has only just begun. Together, we possess the critical mass and agility needed to build momentum on future partnerships and acquisitions to establish ExGen as an emerging royalty company.”

The completion of the arrangement follows crucial approvals, including the requisite consent from MTB’s security holders at a special meeting on December 11, 2025, and the final order from the Supreme Court of British Columbia on December 16, 2025.

MTB Metals is expected to be delisted from the TSX Venture Exchange on or about December 23, 2025. ExGen will subsequently file an early warning report and seek the termination of MTB’s status as a reporting issuer, consolidating corporate and reporting functions.

**Strategic Implications and Market Context**

The acquisition of MTB Metals is more than a simple consolidation; it represents a strategic enhancement of ExGen’s exploration pipeline. While specific details on the combined asset portfolio’s potential for copper, gold, and lithium exploration are still emerging, the market reaction to the initial announcement on October 17, 2025, indicated investor interest in the synergy and the combined company’s potential to leverage market opportunities. Despite an initial 9% dip following the announcement, the deal terms, particularly the inclusion of a 20% carried interest in the Empire mine and the consolidated mineral portfolio, suggest a long-term value proposition.

The current trading environment for ExGen (BXXRF) shows a closing price of $0.0620, with trading volume significantly below its 20-day average, suggesting muted activity ahead of this definitive news. The stock is trading below its 200-day moving average and notably below its 52-week high, indicating potential upside if the integrated company can effectively monetize its expanded asset base. The absence of significant sector-wide momentum suggests that any future market movement will be primarily driven by ExGen’s company-specific performance and strategic execution.

**Key Transactional Details and Shareholder Actions**

* **Exchange Ratio:** 0.286 ExGen shares per MTB share.
* **Post-Acquisition ExGen Shares:** 109,149,808 issued and outstanding.
* **MTB Shareholder Action:** Registered MTB shareholders are required to submit letters of transmittal and supporting documentation to Endeavor Trust Corporation to receive their ExGen shares. Shareholders holding shares through a nominee should contact their broker.

**Operational Integration and Future Outlook**

With the acquisition complete, ExGen is positioned to accelerate exploration and development activities across a more diverse and potentially richer set of mineral assets. The company’s strategy of utilizing joint ventures and partnerships to mitigate risk while retaining upside exposure is expected to continue. The addition of Mark T. Brown, formerly a director of MTB, to the ExGen board further strengthens the integrated management team.

The early warning report to be filed by ExGen will provide further insight into the new ownership structure and potential future strategies. Investors will be closely monitoring the delisting of MTB shares and ExGen’s subsequent filings for details on the combined entity’s operational plans and financial outlook. The success of this integration will hinge on ExGen’s ability to efficiently manage its expanded portfolio, secure further funding if necessary, and capitalize on favorable commodity market conditions.

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**Key Figures:**

* **Exchange Ratio:** 0.286 ExGen share per MTB share
* **Ownership Acquired:** 100% of MTB common shares
* **ExGen Shares Outstanding (Post-Acquisition):** 109,149,808 shares
* **MTB Shareholder Meeting:** December 11, 2025
* **Court Approval Date:** December 16, 2025
* **Expected MTB Delisting:** On or about December 23, 2025

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**Key Terms:**

* **Warrant:** A financial instrument that gives the holder the right, but not the obligation, to buy a company’s stock at a specified price before its expiration date. Warrants provide leveraged exposure to a stock’s upside and can impact a company’s outstanding share count if exercised.
* **Early Warning Report:** A regulatory filing required when an investor acquires a significant stake in a public company, typically triggering disclosure of their holdings and intentions. These reports alert the market to potential shifts in control or significant shareholder activity.