Mr. Bilal Bhamji reports

TGX ENERGY & RESOURCES INC. ANNOUNCES SHARE CONSOLIDATION

TGX Energy & Resources Inc. management has proceeded with the implementation of the consolidation of the fully paid and issued common shares of the company on the basis of one postconsolidation common share for each three preconsolidation common shares issued and outstanding as approved by the directors of the company on March 6, 2025.

As at March 19, 2025, there were a total of 33,577,353 common shares issued and outstanding. The exact number of postconsolidation common shares to be issued will depend on the number of fractional shares that will result from the consolidation, as no fractional postconsolidation common shares will be issued. All fractional common shares resulting from the consolidation will be rounded down to the nearest whole number and no cash will be paid in lieu of fractional postconsolidation common shares. Accordingly, the total number of common shares issued and outstanding after the consolidation is expected to be 11,192,451 (subject to fractional rounding).

Additionally, the number of common shares issuable pursuant to the company's stock option plan, warrants and convertible securities will be adjusted, such that the number of consolidated common shares issuable and the exercise price of the outstanding options, warrants or convertible securities will be adjusted by the consolidation ratio.

Subject to the final approval of the TSX Venture Exchange, the consolidation is scheduled to be effective at opening of the TSX-V on Friday, March 21, 2025, from which date the existing issued share capital will be cancelled and replaced by the new consolidated common shares.

Letters of transmittal with respect to the consolidation will be mailed to all registered shareholders of record by the company's transfer agent, Endeavor Trust Corp. Registered shareholders will be required to send their respective certificates representing preconsolidation common shares along with a properly executed letter of transmittal to the Endeavor, all in accordance with the instruction provided in the letter of transmittal. All shareholders who submit a duly completed letter of transmittal, along with their respective preconsolidation common share certificate(s) or DRS Advice to the depositary -- Endeavor Trust Corp., will receive a postconsolidation DRS Advice representing their new postconsolidation common shares. Additional copies of the letter of transmittal may be obtained by contacting Endeavor at 604-559-8880 or by e-mail at admin@endeavortrust.com. Non-registered shareholders should follow the instructions of their broker or other intermediary.

The primary reason for the consolidation is that the company believes a higher share price may broaden TGX's appeal to a larger range of investors and is subject to the approval of the TSX Venture Exchange. The company's name and trading symbols will remain unchanged.

We seek Safe Harbor.