April 17, 2023

Silver X Mining to Acquire Revenue-Virginius Mine Assets in Ouray, Colorado Out of Receivership

Vancouver, BC, April 17, 2023 – Silver X Mining Corp. (TSX-V: AGX) (OTCQB: AGXPF) (F: AGX) (“Silver X” or the “Company”) announces that it has entered into an asset purchase agreement (the “Agreement”) to acquire the Revenue-Virginius Mine (“RV Mine”) and certain related assets (collectively with the RV Mine, the “Assets”) located in the San Juan Mountains near Ouray, Colorado from Alliance Management LLC (the “Receiver”), as receiver under a court supervised receivership in Ouray County, Colorado (the “Acquisition”). The Acquisition remains subject to several closing conditions, including, without limitation, the approval of the District Court, Ouray County, State of Colorado (the “District Court”).

Highlights of the Acquisition

  • Acquisition of a silver project in the United States, which was previously built to a pre-production stage and was permitted for production prior to entering into receivership.
  • Low-cost acquisition with infrastructure in place and significant investment by previous owners. The Acquisition provides Silver X with an opportunity to advance the project through the pre-production stages with minimum capital deployment.
  • Capitalizes on proven expertise and synergies with Silver X’s team in Peru, where management has experience applying a modern lens to exploration and mechanizing narrow vein structures.

“The Revenue-Virginius Mine complements Silver X’s growth strategy by adding an advanced-stage exploration project to our pipeline at an attractive price,” stated José García, President and CEO of Silver X. “We believe that the project will benefit from our distinct approach to exploration aimed at generating value by reactivating past producing districts with good potential. While we remain focused on our core operations in Peru, our plan is to execute an exploration program over the next 12-18 months to confirm and strengthen the data and our understanding of the potential resource in advance of making a decision on how to best advance the project.”

Mr. García continued: “This acquisition presented us with a low-cost opportunity to acquire a project that has already benefitted from considerable investment. With good planning and minimal expenditures, we hope to be able to add value through exploration while diversifying and gaining exposure to the US, a stable, low-risk mining jurisdiction.”

Acquisition Summary

Subject to the approval of the District Court, the Assets will be acquired for aggregate consideration of US$4,500,000 payable as follows:

  • US$200,000 on signing of the Agreement
  • US$1,000,000 on closing of the Acquisition;
  • US$2,000,000 upon the occurrence of (i) the earlier to occur of the transfer or re-issue of key permits or commencement of exploration drilling, and (ii) negotiation of access arrangements with Ouray County; and
  • US$1,300,000 upon the conditions for the immediately preceding payment having been met and the occurrence of the earlier of the completion of a current technical report, or September 30, 2024.

At Silver X’s election on or before May 24, 2023, Silver X has the right to elect to pay the purchase price in full on or before May 31, 2023, and, if so elected, the purchase price will be reduced by US$1 million to US$3.5 million.

The Agreement was signed on April 14, 2023. The Acquisition remains subject to a number of conditions, including receipt of the confirmation of the District Court, completion by Silver X of a financing of not less than US$5 million, receipt of the consent to the assignment to certain material contracts and certain other standard closing conditions. Until the payments set out above have been made, the Assets will be subject to a security interest in favour of the Receiver.

The Acquisition is expected to close during the second quarter of 2023 subject to customary closing conditions including receipt of all required regulatory approvals, including, without limitation the TSX Venture Exchange and the approval of the District Court.

The Revenue-Virginius Mine Overview

The RV Mine is a past-producing polymetallic mine comprised of an epithermal vein system with numerous veins in Tertiary volcanics above the polymetallic replacement deposits hosted in the basal Telluride Conglomerate, including main vein structures such as Virginius, Terrible, Yellow Rose, Montana, Atlas/Cumberland or The Wheel of Fortune. All are quartz-carbonate veins containing silver (Ag), gold (Au), copper (Cu), lead (Pb) and zinc (Zn) minerals hosted primarily in the San Juan volcanic rocks. Veins range from several inches up to 10 feet in width and have been mined historically and drilled over a vertical extent of over 3,000 feet. The Virginius Vein has been mapped at surface by the U.S. Geological Survey (USGS) over a distance of approximately 11,700 feet, the Terrible Vein has been traced for over 4,000 feet and the Yellow Rose up to 16,000 feet extending off the current property limits. The northern portion of the property includes the northern extensions of the famous Smuggler- Union vein and several precious metal breccias as well as the main RV Mine vein system.

The RV Mine has been mined historically at various intervals since the late 1800s and has seen significant investment in drilling, development and infrastructure. Most recently owned and operated by Aurcana Silver Corporation (“Aurcana”) from 2019 to 2022, production recommenced in 2021 and a feasibility study was completed in 2022. Operations were halted following financial hardships faced by Aurcana and the RV Mine was placed into receivership in March 2022. Much of the project infrastructure is currently in place and had been maintained or upgraded by Aurcana.

A historical estimate prepared in 2021 by SRK Consulting (U.S.), inc. is a report titled “NI 43-101 Technical Report,

Feasibility Study, Revenue – Virginius Mine” is presented in the following table:

Table 1: Mineral Resource Estimate as of December 31, 2021 – SRK Consulting (U.S.), Inc.

NOTES:

  • Historic Mineral Resources are reported inclusive of the historic Mineral
  • Mineral Resources are not Mineral Reserves and do not have demonstrated economic There is no certainty that all or any part of the Mineral Resources estimated will be converted into Mineral Reserves.
  • Historic Mineral Resource tonnage and contained metal have been rounded to reflect the accuracy of the estimate and numbers may not add due to rounding.
  • All historic Measured and Indicated estimates with the defined wireframes are considered to have potential for economic extraction as the entire level will be mined.
  • Historic Inferred Mineral Resources are limited using a NSR cut-off US$200/st.
  • Historic Metal price assumptions considered for the calculation of NSR are: Gold (US$1,765/oz), Silver (US$23.75/oz), Lead (US$0.95/lb), and Zinc (US$1.15/lb).
  • Historic Cut-off calculations assume average metallurgical recoveries equal to: Gold (68%), Silver (94%), Lead (95%), Copper (91%) and Zinc (94%).
  • The historic resources were estimated by Benjamin Parsons, BSc, MSc Geology, MAusIMM (CP) #222568 of SRK, a Qualified Person Source: SRK, 2022.

The above resource statement predates Silver X’s acquisition of its interest in the RV Mine and is therefore considered to be a historical reserve estimate. As the RV Mine is a past-producing mine with production history, the Company believes that historical estimates are relevant in that they provide a general basis for establishing the potential of mineralized material and historic production statements, however, a qualified person has not done sufficient work to classify the historical estimate as current mineral resources or mineral reserves and they should not be relied upon until verified. Silver X is not treating the historical estimate as current mineral resources or mineral reserves.

The Company will initiate a 12- to 18-month exploration program to confirm and strengthen the data and its geological understanding of the project. With the results of the exploration program and its verification of the recent historical estimate the Company may then decide to produce a new compliant mineral resource as defined under National Instrument 43-101 Standards of Disclosure for Mineral Projects.

Qualified Person

Mr. A. David Heyl, B.Sc., C.P.G., is the qualified person under National Instrument 43-101 (“NI 43-101”) for Silver X and has reviewed, approved and verified the technical content of this news release. Mr. Heyl is a consultant for Silver X.

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About Silver X

Silver X is a growing silver producer building a multi-asset precious metals platform in Peru. The Company’s portfolio includes the Nueva Recuperada Project, a district-scale land package of over 20,000 hectares with two mining units and more than 200 exploration targets, as well as the recently acquired Pampas Project.

With existing production, scalable expansion opportunities, and significant exploration upside, Silver X is positioned for continued growth and long-term value creation. For more information visit our website at www.silverxmining.com.

On Behalf of the Board

José M. García

CEO and Director

For further information, please contact:

Simon Willcocks
Investor Relations

NON-IFRS MEASURES

The Company has included certain non-IFRS financial measures and ratios in this news release, as discussed below. The Company believes that these measures, in addition to measures prepared in accordance with IFRS, provide investors an improved ability to evaluate the underlying performance of the Company. The non-IFRS measures and ratios are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. These financial measures and ratios do not have any standardized meaning prescribed under IFRS and therefore may not be comparable to other issuers.

EBITDA and Adjusted EBITDA

“EBITDA” is comprised as income (loss) less interest, income tax and depreciation and amortization. Management believes that EBITDA is a useful indicator for investors, and is used by management, in evaluating the operating performance of the Company. See “Reconciliation of Net (Loss) / Income to Adjusted EBITDA” for a quantitative reconciliation of EBITDA to the most directly comparable financial measure.

“Adjusted EBITDA” is comprised as income (loss) less interest, income tax, depreciation, amortization, share-based compensation, foreign exchange gain (loss), and certain non‑recurring or non‑cash items where applicable. Management believes that Adjusted EBITDA is a useful indicator for investors, and is used by management, in evaluating the operating performance of the Company. See “Reconciliation of Net (Loss) / Income to Adjusted EBITDA” for a quantitative reconciliation of Adjusted EBITDA to the most directly comparable financial measure.

Cash Costs and All-In Sustaining Cost (“AISC”)

The Company uses cash costs, cash costs per AgEq ounce produced, AISC, and AISC per AgEq ounce produced to manage and evaluate its operating performance in addition to IFRS measure because Company believes that conventional measures of performance prepared in accordance with IFRS do not fully illustrate the ability of its operations to generate cash flows. The Company understands that certain investors use these measures to determine the Company’s ability to generate earnings and cash flows for use in investing and other activities. Management and certain investors also use this information to evaluate the Company’s performance relative to peers who present this measure on a similar basis.

Cash costs are calculated by starting with cost of sales, and then adding treatment and refining charges, and changes in depreciation and amortization. Total cash production costs include cost of sales, changes in ore and concentrate inventories, changes in depreciation and amortization, less transportation and other selling costs and royalties. Cash costs per AgEq ounce is calculated by dividing cash costs by the AgEq ounces produced.

AISC and AISC per AgEq ounce produced are calculated based on guidance published by the World Gold Council (and used as a standard of the Silver Institute). The Company presents AISC based on AgEq ounces produced. AISC is calculated by taking the cash costs and adding sustaining costs. Sustaining costs are defined as capital expenditures and other expenditures that are necessary to maintain current production. Management has exercised judgment in making this determination.

The following table shows the calculation of the cash costs and AISC per AgEq ounces produced and per metric tonne processed:

Cautionary Note Regarding Production without Mineral Reserves

The decision to commence production at the Nueva Recuperada Project and the Company’s ongoing mining operations as referenced herein (the “Production Decision and Operations”) are based on economic models prepared by the Company in conjunction with management’s knowledge of the property and the existing estimate of mineral resources on the property. The Production Decision and Operations are not based on a preliminary economic assessment, a pre-feasibility study or a feasibility study of mineral reserves demonstrating economic and technical viability. Accordingly, there is increased uncertainty and economic and technical risks of failure associated with the Production Decision and Operations, in particular: the risk that mineral grades will be lower than expected; the risk that additional construction or ongoing mining operations are more difficult or more expensive than expected; and production and economic variables may vary considerably, due to the absence of a detailed economic and technical analysis in accordance with NI 43-101.

Cautionary Statement Regarding “Forward-Looking” Information

This press release contains forward-looking information within the meaning of applicable Canadian securities legislation (“forward-looking information”). Forward-looking information is generally identified by words such as “plans”, “expects”, “estimates”, “intends”, “anticipates”, “believes”, or similar expressions, including statements that certain events or results “may”, “could”, “would” or “will” occur. All statements other than historical facts constitute forward-looking information, including, without limitation, statements regarding exploration plans, operating results, expected project performance, the potential for resource expansion at Tangana, the economic viability of the Tangana Mining Unit, and the Company’s expected financial performance.

Forward-looking information is based on a number of assumptions, including that general economic and business conditions will not materially worsen; commodity demand and prices will remain stable or improve; required permits and approvals will be obtained on a timely basis; operations will not be materially disrupted by accidents, labour issues or equipment failures; financing will be available; equipment and supplies will be accessible as needed; resource estimates and underlying assumptions (including size, grade and recovery) are reasonable; and the Company will be able to attract and retain qualified personnel and execute its strategic objectives.

Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company, as the case may be, to be materially different from those expressed or implied by such forward-looking information, including but not limited to those risks described in the Company’s annual and interim MD&As and in its public documents filed on www.sedarplus.ca from time to time. Forward- looking statements are based on the opinions and estimates of management as of the date such statements are made. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward- looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

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