Mr. Tim Termuende reports

EAGLE PLAINS ANNOUNCES SPIN-OFF TRANSACTION UPDATE

Eagle Plains Resources Ltd. management has been notified by the principals of 1386884 B.C. Ltd. (138) that 138 has successfully completed a private placement offering of subscription receipts for gross proceeds of approximately $3-million.

As described in the management information circular dated March 17, 2023 ("Circular"), Eagle Royalties Ltd. ("ER" or "Eagle Royalties"), a subsidiary of Eagle Plains, plans to amalgamate with 138 (the "Amalgamation") as a part of a court approved plan of arrangement under section 193 of the Business Corporations Act (Alberta) ("Arrangement", together with the Amalgamation, "Transaction"). The Amalgamation will form the resulting issuer ("Resulting Issuer"), to be named Eagle Royalties Ltd. At the conclusion of the Transaction, all funds raised by 138 through the Private Placement Financing, less expenses, will be transferred to the Resulting Issuer. The Resulting Issuer will be well-funded and hold over 50 royalty assets throughout western Canada. Two key conditions to the completion of the Transaction are (i) the successful completion of the Private Placement Financing and (ii) the approval of the Canadian Securities Exchange ("CSE") of the listing of the shares of the Resulting Issuer ("Listing"). Details of the Transaction are available in the Circular, which has been filed on SEDAR.

An application for the Listing was conditionally approved ("Conditional Approval") on May 11, 2023 by the CSE. The Conditional Approval contains standard conditions for listing. Management expects to fulfil the listing conditions prior to the closing of the Transaction ("Closing").

Management expects the Closing to occur on or about Friday, May 19, 2023. Assuming the Closing occurs on May 19, 2023, registered shareholders of record of Eagle Plains as at the close of trading on May 18, 2023 ("Record Date for Share Exchange") will receive 1 ER share for every 3 EPL shares held, pursuant to the terms of the Arrangement.

Escrow Details: All Resulting Issuer shares issued to Eagle Plains and securityholders of EPL as a result of the Transaction and all Resulting Issuer shares issued in exchange for the initial seed shares of 138 (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 Resulting Issuer.

Key Dates Relating to the Transaction:

• Wednesday, April 26, 2023: Arrangement approved by EPL securityholders
• Thursday, April 27, 2023: Final Order granted by the Court of Kings Bench of Alberta
• Thursday, May 11, 2023: Date of receipt of the Conditional Approval and completion of the Private Placement Financing
• Thursday, May 18, 2023: Anticipated Record Date for Share Exchange
• Friday, May 19, 2023: Anticipated date of Closing
• Wednesday, May 24, 2023: Anticipated date of Listing under the trading symbol "ER"

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.

Eagle Plains is committed to steadily enhancing shareholder value by advancing our diverse portfolio of projects toward discovery through collaborative partnerships and development of a highly experienced technical team.

In late 2022 Eagle Plains announced the formation of a separate division within Eagle Plains, Eagle Royalties, which will hold many of Eagle Plains' diverse portfolio of royalty assets. The restructuring will enhance the valuation of Eagle Plains' extensive royalty interests, enabling ER to market and develop its royalty assets while seeking additional royalty acquisition opportunities. The royalties cover a broad spectrum of commodities on projects controlled by Cameco Corp., Iso Energy Corp., Denison Mines Corp., Skeena Resources Ltd. and Hecla Mining Co./Banyan Gold Corp., among others.

Eagle Plains will continue to focus on its core business model of acquiring and advancing grassroots critical- and precious-metal exploration properties. Throughout the exploration process, our mission is to help maintain prosperous communities by exploring for and discovering resource opportunities while building lasting relationships through honest and respectful business practices.

Expenditures from 2011-2022 on Eagle Plains-related projects exceed $30MM, the majority of which was funded by third-party partners. This exploration work resulted in approximately 45,000m of diamond-drilling and extensive ground-based exploration work facilitating the advancement of numerous projects at various stages of development.

We seek Safe Harbor.