Mr. Dominic Verdejo reports

XPLORE RESOURCES COMPLETES ASSIGNMENT OF OPTION

Xplore Resources Corp., further to its news release of June 6, 2024, has received TSX Venture Exchange acceptance of, and has completed, an assignment agreement dated May 30, 2024, with Lithium One Metals Inc., Bounty Gold Corp. and Last Resort Resources Ltd. (together with Bounty, the optionors), whereby Lithium One has assigned and transferred to the company all of its rights, titles, benefits and interest in, to and under an option agreement dated Dec. 20, 2022, between Lithium One and the optionors.

Under the terms of the assignment agreement, Lithium One has assigned and transferred to the company Lithium One's exclusive right and option to acquire 100 per cent of the rights, title and interest of the optionors in and to certain mineral claims located in Ontario, Canada, subject to a net smelter return (NSR) royalty of 2 per cent to the optionors (payable on commencement of commercial production). The company has paid an assignment fee of $200,000 to Lithium One in cash pursuant to the assignment agreement.

To exercise the option, the company will:

• Within seven calendar days of the receipt of TSX-V approval for the assignment agreement, issue to the optionors an aggregate of 260,000 common shares of the company and pay to the optionors an aggregate of $29,000 (of which $19,000 has already been paid);
• On or prior to Jan. 11, 2025, the company will issue an additional 530,000 Xplore shares and pay an additional $38,500 in cash to the optionors.

In connection with the assignment agreement, the company, Lithium One and the optionors have also entered into a royalty assignment agreement, pursuant to which the company has assumed the obligation to grant a 2-per-cent NSR royalty from activities carried out on the optioned property to the optionors. The company may, upon payment to the optionors of $1-million, reduce the royalty payable under the NSR royalty to a 1-per-cent NSR royalty.

Joseph Meagher, the chief financial officer of the company, is also the CFO of Lithium One. Other than Mr. Meagher, the company and Lithium One do not have any common directors or officers. The company is an arm's-length party in relation to each of the optionors.

About Xplore Resources Corp.

Xplore Resources is a North American lithium exploration company listed on the TSX Venture Exchange under symbol XPLR. The company has a prospective land package in the emerging Root Bay lithium district, located in Northwestern Ontario. Xplore's flagship property is the Surge lithium project, on trend and near two lithium deposits, and just 25 metres from a new lithium discovery. The company is led by a highly experienced management team with a strong record of growing shareholder value.