Mr. Craig Taylor reports

REX RESOURCES CLOSES BRIDGE FINANCING

Rex Resources Corp. has closed its non-brokered private placement consisting of 10 million common shares in the capital of the company priced at six cents per share for aggregate gross proceeds of $600,000.

Proceeds from the private placement will be used to cover the costs associated with proceeding to completion of the proposed arm's-length business combination (the proposed transaction) with Bathurst Holdings Inc. (see the company's news release dated Sept. 8, 2025, regarding the execution of a letter of intent in respect of the proposed transaction), including audit fees, legal fees, preparing necessary documentation for the proposed transaction, due diligence and regulatory fees. It is anticipated that the proposed transaction will constitute a reverse takeover of the company in accordance with Policy 5.2 -- Changes of Business and Reverse Takeovers of the TSX Venture Exchange. The private placement is a bridge financing within the meaning of Policy 5.2.

All shares issued pursuant to the private placement are subject to a statutory hold period of four months and one day following issuance in accordance with applicable Canadian securities laws and the policies of the exchange. No finders' fees were paid in connection with the private placement.

In addition to the statutory hold period of four months and one day from the date of issuance, the shares will be subject to a contractual hold period until Nov. 30, 2026.

The completion of the proposed transaction is subject to a number of conditions including, without limitation, approval of the exchange and the approval of the shareholders of Bathurst Holdings Inc. There can be no assurance that the proposed transaction will be completed as proposed or at all.

A director of the company has subscribed for one million shares under the private placement. As a result of such insider participation, the transaction constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The company is relying on exemptions from the formal valuation requirements of MI 61-101 pursuant to Section 5.5(a) and the minority shareholder approval requirements of MI 61-101 pursuant to Section 5.7(1)(a) in respect of such insider participation, as neither the fair market value (as determined under MI 61-101) of the subject matter nor the fair market value of the consideration for the transaction, insofar as it involves interested parties, exceeds 25 per cent of the company's market capitalization (as determined under MI 61-101).

Additional information concerning the proposed transaction, the company, Bathurst Holdings and the issuer resulting from the proposed transaction will be provided once determined in a subsequent news release and in the filing statement to be filed by the company in connection with the proposed transaction and which will be available under the company's SEDAR+ profile.

About Rex Resources Corp.

Rex is a mineral exploration company focused on the acquisition, exploration and development of mineral resource properties.

We seek Safe Harbor.