Excellon Resources Inc. — Capital/Financing Update 2025

May 27, 2025

FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1
Name and Address of Company

Excellon Resources Inc. (the "Corporation")
Suite 3400, 1 First Canadian Place
100 King Street West
Toronto, Ontario M5X 1A4

Item 2
Date of Material Change

May 14, 2025

Item 3
News Release

A news release with respect to the material change referred to in this report was issued by the Corporation through Newsfile on May 14, 2025 and a copy was subsequently filed under the Corporation's profile on the System for Electronic Data Analysis and Retrieval + (SEDAR+) at www.sedarplus.ca.

Item 4
Summary of Material Change

On May 14, 2025, the Corporation closed a brokered private placement (the "Offering") for aggregate gross proceeds to the Corporation of C$8,000,000.09, which included the full exercise of the agents' option. Pursuant to the Offering, the Corporation sold an aggregate of 76,190,477 units of the Corporation ("Units") at a price of C$0.105 per Unit (the "Offering Price"). Each Unit consisted of one common share of the Corporation (each, a "Common Share") and one-half of one common share purchase warrant of the Corporation (each whole warrant, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one Common Share (each, a "Warrant Share") at a price of C$0.15 per Warrant Share at any time on or before May 14, 2028.

Item 5
Full Description of Material Change

5.1
Full Description of Material Change

On May 14, 2025, the Corporation closed the Offering, for aggregate gross proceeds to the Corporation of C$8,000,000.09, which included the full exercise of the agents' option. Pursuant to the Offering, the Corporation sold an aggregate of 76,190,477 Units at the Offering Price. Each Unit consisted of one Common Share and one-half of one Warrant. Each Warrant will entitle the holder thereof to purchase one Warrant Share at a price of C$0.15 per Warrant Share at any time on or before May 14, 2028.

Red Cloud Securities Inc., as lead agent and sole bookrunner, together with Velocity Trade Capital Ltd. acted as agents (the "Agents") in connection with the Offering pursuant to the terms of an agency agreement dated May 14, 2025. In consideration for their services, the Corporation paid the Agents cash commissions and advisory fees totaling C$456,000, which is 6% of the aggregate gross proceeds from the sale of Units under the Offering,

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with the exception of the aggregate gross proceeds from the sale of Units to companies owned by Eric Sprott, which were subject to a reduced cash commission equal to 4.5%. Furthermore, the Corporation issued the Agents an aggregate of 4,361,642 non-transferable broker warrants of the Corporation ("Broker Warrants"), being 6% of the aggregate number of Units issued pursuant to the Offering (other than in respect of Units issued to certain subscribers). Each Broker Warrant is exercisable to acquire one Common Share at an exercise price of C$0.105 per Common Share at any time on or before May 14, 2028. The Corporation also issued 578,750 Common Shares to 2743708 Ontario Inc., an arm's length finder, in connection with the Offering, representing 5% of the aggregate number of Units that were sold to subscribers introduced to the Corporation by such finder.

The Corporation intends to use the net proceeds of the Offering for advancing development of the Mallay Mine, working capital and general corporate purposes.

Eric Sprott, through 2176423 Ontario Ltd., a corporation that is beneficially owned by him, acquired 15,238,100 Units pursuant to the Offering at a price of C$0.105 per Unit for total consideration of C$1,600,000.50. As a result of the Offering, Mr. Sprott now beneficially owns and/or controls 21,031,243 Common Shares and 8,369,050 warrants (including the Warrants acquired under the Offering), representing approximately 9.5% of the issued and outstanding Common Shares on a non-diluted basis and 12.8% of the issued and outstanding Common Shares on a partially-diluted basis assuming exercise of such warrants (including the Warrants acquired under the Offering).

The Offering was made by way of private placement in the provinces of Alberta, British Columbia, Manitoba, Ontario and Saskatchewan pursuant to applicable exemptions from the prospectus requirements under applicable Canadian securities laws and in jurisdictions outside of Canada on a private placement or equivalent basis, in each case in accordance with all applicable laws. The securities issued under the Offering to purchasers in Canada are subject to a four-month hold period in Canada pursuant to applicable Canadian securities laws which will expire on September 15, 2025. The Units were offered to purchasers outside of Canada pursuant to an exemption from the prospectus requirements in Canada available under OSC Rule 72-503 and, accordingly, the securities issued under the Offering to purchasers outside of Canada are not subject to a four-month hold period in Canada. The Offering is subject to final acceptance of the TSX Venture Exchange.

5.2 Disclosure for Restructuring Transactions

Not applicable.

Item 6 Reliance on Subsection 7.1(2) of National Instrument 51-102

Not applicable.

Item 7 Omitted Information

No information has been omitted from this report on the basis that it is confidential information.

Item 8 Executive Officer

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The following executive officer of the Corporation is knowledgeable about the material change and this report and may be contacted as follows:

Shawn Howarth, President & CEO
Excellon Resources Inc.
Phone: 416-312-6665
Email: showarth@excellonresources.com

Item 9
Date of Report
May 26, 2025