Eagle Plains Announces Closing of Spin-off Transaction

CRANBROOK, BC / ACCESSWIRE / May 19, 2023 / Eagle Plains Resources Ltd. (TSXV:EPL) ("EPL" or "Eagle Plains") is pleased to announce the closing of the spin-off transaction and the amalgamation of Eagle Royalties Ltd. and 2513756 Alberta Ltd. (formerly 1386884 B.C. Ltd.) to form Eagle Royalties ("ER" or "Eagle Royalties") effective May 19, 2023 (together, the "Transaction"). Pursuant to the Transaction, Eagle Plains shareholders of record as at the close of trading on May 18, 2023 will receive 1 ER share for every 3 EPL shares held. The Transaction is described in further detail in the Eagle Plains management information circular dated March 17, 2023, a copy of which is filed on SEDAR.

Listing

Eagle Royalties expects to list its common shares ("Listing") on the Canadian Securities Exchange ("CSE") on or about Wednesday, May, 24, 2023 under the trading symbol "ER". An application for the Listing was conditionally approved by the CSE on May 11, 2023.

Escrow

All Eagle Royalties shares issued to Eagle Plains and former securityholders of EPL as a result of the Transaction and all Eagle Royalties shares issued in exchange for the initial seed shares of 2513756 Alberta Ltd. (formerly 1386884 B.C. Ltd.) (collectively, the "Escrow Shares") will be subject to a voluntary contractual escrow as follows: (i) 20% of the Escrow Shares shall be free trading on the date of ER's Listing and (ii) 20% of Escrow Shares are expected to be released every three months thereafter. As such, 100% of the Escrow Shares are expected to be free trading within 12 months from ER's public listing. In addition, CSE will impose statutory escrow restrictions on the insiders of the Eagle Royalties.

About Eagle Plains Resources

Based in Cranbrook, B.C., Eagle Plains is a well-funded, prolific project generator that continues to conduct research, acquire and explore mineral projects throughout western Canada. Eagle Plains was formed in 1992 and is the ninth-oldest listed issuer on the TSX-V (and one of only three that has not seen a roll-back or restructuring of its shares). Eagle Plains has continued to deliver shareholder value over the years and through numerous spin-outs has transferred over $100,000,000 in value directly to its shareholders, with Copper Canyon Resources and recently Taiga Gold being notable examples.