ExGen Resources and MTB Metals Enter into Non-Binding Letter of Intent to Merge, Creating a Copper, Gold and Lithium Exploration and Development Company

Core Viewpoint - ExGen Resources Inc. and MTB Metals Corp. have entered into a non-binding letter of intent for a proposed business combination, which will involve ExGen acquiring all outstanding securities of MTB at a ratio of 0.286 ExGen shares for each MTB share, subject to various approvals and conditions [1][2][14]. Summary by Sections Proposed Transaction - The transaction will be an Arm's Length Transaction and is contingent upon the negotiation of a Definitive Agreement, shareholder approvals, and customary closing conditions [1][2][14]. - If a Definitive Agreement is not reached within 60 days, either party may terminate the LOI [2]. Benefits of the Proposed Transaction - The merger combines MTB's copper and gold project exposure with ExGen's interest in the Empire copper mine, which is expected to provide near-term cash flow [4]. - The combined company will have a strong balance sheet and aims to expand its portfolio of royalties and carried interests while pursuing selective exploration programs [4]. Property Portfolio of ExGen - ExGen holds a 20% carried interest in the Empire Mine project in Idaho, which has shown significant mineralization potential, including a drillhole with 8.4% copper [5]. - ExGen also retains a 40% interest in the DOK claims, part of MTB's Telegraph project in British Columbia [6]. Property Portfolio of MTB - MTB's Telegraph project spans 350 square kilometers and is located near several notable porphyry deposits, with early drilling indicating a copper-gold bearing porphyry system over 3.3 km [10]. - MTB also holds royalties on four projects in the Golden Triangle, including two past-producing mines, and has significant mineralization occurrences on its Southmore property [11][19]. Future Outlook - The proposed transaction is expected to create a well-positioned exploration and development company with assets in favorable jurisdictions, focusing on copper, gold, and lithium [7][4]. - The combined management team will seek value-accretive opportunities and aims to evolve into a leading royalty and carried interest company [4][5].