Xtierra Announces $1 Million Financing

Toronto, Ontario--(Newsfile Corp. - June 4, 2020) - Xtierra Inc. (TSXV: XAG) ("Xtierra" or the "Company") announces a $1,000,000 financing by way of a non-brokered private placement (the "Offering") of up to 20,000,000 common shares at a price of $0.05 per share. Proceeds will be primarily used to expand and diversify its royalty portfolio into Canada and the United States.

The Offering is being made pursuant to certain Canadian prospectus exemptions, including the "existing securityholder" exemption and "purchasers advised by investment dealers" exemption, where applicable. Both the "existing securityholder" and "purchasers advised by investment dealers" exemptions are collectively referred to as the "Existing Security holder and Retail Investor Exemptions". Existing shareholders of the Company who wish to subscribe for common shares pursuant to the Offering, who held common shares of the Company as of June 1, 2020 and who continue to hold common shares of the Company, and who are permitted to subscribe under the "existing securityholder" exemption should contact the Company pursuant to the contact information set forth below in order to participate in the Offering.

The Offering is expected to close on or about June 30, 2020 (the "Closing Date") but may close earlier or later. Closing of the Offering is also subject to TSX Venture final acceptance.

All securities issued in connection with the Offering will be subject to a four month hold period from the date of issuance of such securities. The Company confirms that there is no material fact or material change related to the Company which has not been generally disclosed.

Grant of Incentive Stock Options

Xtierra also announces that the board of directors has approved the grant of 5,000,000 incentive stock options to consultants and service providers pursuant to Company's Stock Option Plan. All the stock options are exercisable at a price of $0.06 per share for a period of five years from June 4, 2020 and are subject to TSX Venture Exchange Approval.

NOT FOR DISTRIBUTION TO UNITED STATES WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

About Xtierra Inc.

Xtierra is a natural resource company with precious and base metal mineral properties in the Central Silver Belt of Mexico in the State of Zacatecas and is pursuing new opportunities including identifying and evaluating new potential royalty acquisitions. Xtierra, holds a 100% interest, subject to a 1.5% net smelter royalty, repurchased in July 2019, on the Bilbao silver-lead-zinc-copper project. Xtierra owns 88% of the shares of Minera Portree de Zacatecas, S.A. de C.V ("Minera Portree") which holds various legal or royalty interests in certain mineral properties in Mexico, including the Company's Bilbao property and an asserted claim to a 2% net smelter royalty on six mining concessions located adjacent to the Cozamin Mine operated by Capstone Mining Corp., and may be challenged by Capstone or others.

For further information contact Xtierra Inc. at [email protected]

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