Xcite Resources, Eagle Plains sign amending agreements

Executive Summary

• Xcite Resources is launching a concurrent private placement to raise up to C$4 million – C$1.1 M from a listed‑issuer financing exemption (9,166,667 units at $0.12 each) and C$2.9 M from flow‑through common shares (18,125,000 FT shares at $0.16 each).
• The net proceeds will be used for general corporate purposes; FT share proceeds are earmarked for eligible Canadian exploration expenses on the Uranium City project portfolio in Saskatchewan.
• Six amending agreements with Eagle Plains Resources Ltd. postpone work commitments of C$1.2 million to Dec‑31‑2025, and the company issued interest‑free promissory notes totaling C$245,520 to insiders for accrued management fees.

Key Details

• Financing Structure
• LIFE Offering: Up to 9,166,667 units @ C$0.12 per unit → gross proceeds up to C$1.1 M.
  • Each unit = 1 common share + ½ common‑share purchase warrant.
  • Warrants allow purchase of one common share at C$0.20 for 48 months.

• Flow‑Through (FT) Offering: Up to 18,125,000 FT shares @ C$0.16 per share → gross proceeds up to C$2.9 M.

  • Proceeds will be renounced as eligible Canadian exploration expenses (CEE) for the Uranium City portfolio; renunciation deadline ≤ Dec 31 2025.

• Compensation to Lead Agent (Canaccord Genuity Corp.)

• Cash/stock commission: 8 % of gross proceeds per offering.
• Broker warrants: Warrants covering 8 % of securities sold, exercisable at the offering price for 24 months post‑closing.

• Corporate finance fee: C$120,000 (cash or shares @ C$0.12).

• Regulatory/Legal Terms

• LIFE units offered under NI 45‑106 listed‑issuer financing exemption – no statutory hold period.

• FT shares issued under accredited investor/minimum amount exemptions – subject to a 4‑month + 1‑day hold period per NI 45‑102.

• Use of Proceeds

• LIFE net proceeds: General corporate purposes.

• FT net proceeds: Eligible Canadian exploration expenses (flow‑through critical mineral mining expenditures) on the Uranium City project portfolio.

• Amending Agreements with Eagle Plains Resources Ltd.

• Six agreements dated Sept 15 2025 covering Gulch, Lorado, Smitty, Don Lake, Beaver River, and Black Bay properties.

• Postpone work commitments totaling C$1.2 M to Dec 31 2025.

• Insider Promissory Notes

• Two notes issued Aug 31 2025 to insiders; aggregate principal C$245,520, interest‑free, due Nov 30 2026 (early repayment permitted).
• Represents accrued but unpaid management fees for services rendered.

Notable Quotes

• “We thank Eagle Plains Resources for its flexibility in extending the work commitments, allowing us to focus on advancing our uranium portfolio while securing essential financing for continued exploration.” – Company statement.