Silver Mountain Resources Inc. (TSX-V: AGMR) (OTCQB: AGMRF) is pleased to announce that it has completed its previously announced prospectus offering of units of the Company. The Offering was completed on a “best efforts” agency basis pursuant to an agency agreement dated April 18, 2024 among the Company and Eight Capital and SCP Resource Finance LP. Pursuant to the Offering, the Company has issued an aggregate of 87,638,928 Units at a price of $0.11 per Unit for aggregate gross proceeds of $9,640,282, including the partial exercise by the Agents of the over-allotment option to purchase an additional 5,820,428 Units at the Offering Price.

Each Unit is comprised of one class A common share in the capital of the Company and one Common Share purchase warrant. Each Warrant entitles the holder to acquire an additional Common Share for a period of 48 months, at an exercise price of $0.135. The Warrants were issued pursuant to, and are governed by, the terms of a warrant indenture dated April 24, 2024 between the Company and Odyssey Trust Company.

Pursuant to the terms of the Agency Agreement, the Agents received a cash commission equal to 6.0% of the gross proceeds from the sale of the Units pursuant to the Offering and 3,259,838 broker warrants exercisable into Units at the Offering Price for a period of 24 months.

The Company intends to use the net proceeds of the Offering for the development of the Reliquias mine, and for working capital and general corporate purposes.

The Offering was completed by way of a prospectus supplement to the short form base shelf prospectus of the Company dated November 9, 2022 which Supplement was dated April 18, 2024. The Base Prospectus, the Supplement, the Agency Agreement and the Warrant Indenture are or will be available on SEDAR+ at https://sedarplus.ca and contain important detailed information about the Offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the “1933 Act“) and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements of the 1933 Act, and applicable state securities laws.

120,000 Units were issued to related parties (within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions) and such issuances are considered “related party transactions” for the purposes of MI 61-101. Such related party transactions are exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the securities being issued to the related parties nor the consideration being paid by the related parties exceeded 25% of the Company’s market capitalization. The purchasers of the Units and the extent of such participation were not finalized until shortly prior to the completion of the Offering. Accordingly, it was not possible to publicly disclose details of the nature and extent of related party participation in the transactions contemplated hereby pursuant to a material change report filed at least 21 days prior to the completion of such transactions.

About Silver Mountain

Silver Mountain Resources Inc. is a silver explorer and mine developer planning to restart production at the Reliquias underground mine and undertake exploration activities at its prospective silver camps at the Castrovirreyna Project in Huancavelica, Peru.