Mr. Bradley Parkes reports

RESOLUTE RESOURCES LTD. (FORMERLY CROSSOVER ACQUISITIONS INC.) ANNOUNCES COMPLETION OF QUALIFYING TRANSACTION

Resolute Resources Ltd. (formerly Crossover Acquisitions Inc.) has completed its previously announced business combination with Resolute Resources Ltd., which resulted in the reverse takeover of the corporation by the former shareholders of Resolute and which constituted the corporation's qualifying transaction, as such term is defined under Policy 2.4 -- Capital Pool Companies of the TSX Venture Exchange. The corporation, after giving effect to the transaction, will carry on the business previously carried on by Resolute.

Summary of the transaction

The Transaction was completed by way of a three-cornered amalgamation pursuant to a Business Combination Agreement dated March 21, 2023 between the Corporation and Resolute whereby, among other things, Resolute amalgamated with 2518663 Alberta Ltd., a wholly-owned subsidiary of the Corporation, to form a newly amalgamated corporation that is a wholly-owned subsidiary of the Corporation. Prior to completion of the Transaction, the Corporation changed its name from "Crossover Acquisitions Inc." to "Resolute Resources Ltd." and completed a share consolidation on the basis of one post-consolidation common share for each two pre-consolidation common shares.

As previously announced on June 6, 2023 and July 11, 2023, Resolute completed a brokered private placement of an aggregate of 18,040,800 subscription receipts ("Subscription Receipt") at a price of $0.25 per Subscription Receipt for gross proceeds of $4.5 million. Immediately prior to the closing of the Transaction, each Subscription Receipt was exchanged for one Class A share of Resolute ("Resolute Share") and one-half of one common share purchase warrant of Resolute ("Resolute Warrants") exercisable at a price of $0.50 per share for a period of 60 months following closing of the Transaction.

Pursuant to the Transaction, the holders of Resolute Shares, including persons receiving Resolute Shares upon conversion of the Subscription Receipts, received one post-consolidation common share of the Corporation ("Resulting Issuer Share") for each Resolute Share held. All of the outstanding options and warrants to purchase Resolute Shares, including the Resolute Warrants issued upon conversion of the Subscription Receipts, were replaced with options and warrants to purchase Resulting Issuer Shares having the same economic terms as the original securities.

Upon completion of the Transaction there were 68,359,000 Resulting Issuer Shares issued and outstanding. An aggregate of 17,564,400 Resulting Issuer Shares issued to former holders of Resolute Shares were placed in escrow pursuant to a value security escrow agreement or are subject to seed share resale restrictions pursuant to the policies of the Exchange and will be released in accordance with the terms thereof.

Following closing of the Transaction, the directors and officers of the Corporation tendered their resignations such that the directors and officers of the Resulting Issuer are as follows: (i) Bradley Parkes - Chief Executive Officer and Director; (ii) Alexander Lindsay - Chief Operations Officer and Director; (iii) Kiernan Lynch - President and Director; (iv) Neil Bothwell - Chief Financial Officer and Director; (v) Paul Collens - Vice President, Exploration; (vi) Curtis Labelle - Director; and (vii) Chris Wolfenberg - Director.

Trading Update

The Corporation has received conditional approval for the Transaction from the TSXV. Trading of the Resulting Issuer Shares remains halted pending receipt of the Final Exchange Bulletin, which is subject to the Corporation fulfilling certain customary conditions, including the filing of final documentation in respect of the Transaction. The Resulting Issuer Shares are expected to commence trading on the TSXV under the ticker symbol "RRL" two trading days after receipt of the Final Exchange Bulletin.

Additional Information

Complete details of the Transaction and certain other matters are set out in the Filing Statement of the Corporation dated August 10, 2023, which is available under the Corporation's SEDAR profile.

We seek Safe Harbor.