American Pacific Mining Corp. — M&A Activity 2026

Apr 2, 2026

FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1 – Name and Address of Company

American Pacific Mining Corp. (the “Company” or “American Pacific”)
Suite 910-510 Burrard Street
Vancouver, BC V6C 3A8

Item 2 – Date of Material Change

March 25, 2026

Item 3 – News Release

A news release with respect to the material change referred to in this Material Change Report was disseminated by the Company on March 25, 2026, through the facilities of Newsfile, and subsequently filed on SEDAR+ (www.sedarplus.ca).

Item 4 – Summary of Material Change

On March 25, 2026 (the “Closing Date”), the Company closed its previously announced plan of arrangement with ICG Silver & Gold Ltd. (“ICG”) for the sale of 100% of the Tuscarora and Danny Boy projects (collectively, the “Tuscarora District”) by the Company to ICG in exchange for (i) the issuance by ICG to American Pacific of an aggregate of 11,500,000 common shares in the capital of ICG (each, an “ICG Consideration Share”), 7,500,000 shares of which (the “ICG Distribution Shares”) have been distributed to shareholders of American Pacific (“APM Shareholders”) of record on the Closing Date on a pro-rata basis, and (ii) a contingent payment of USD$5,000,000 payable by ICG to American Pacific upon achieving commercial production. The Company has retained the remaining 4,000,000 ICG Consideration Shares.

Item 5 – Full Description of Material Change.

5.1 – Full Description of Material Change

On the Closing Date, the Company closed its previously announced plan of arrangement with ICG for the sale of 100% of the Tuscarora District by the Company to ICG (the “Arrangement”), pursuant to the terms and conditions of an arrangement agreement entered into between American Pacific and ICG on December 7, 2025, as amended on January 21, 2026 (the “Arrangement Agreement”).

Under the Arrangement, American Pacific completed the sale to ICG of the Tuscarora District through the sale of two previously wholly-owned subsidiaries of American Pacific, being Clearview Gold Inc. (“CGI”) and American Pacific Mining (US) Inc. (“APMUS”), in exchange for (i) the issuance by ICG to American Pacific of an aggregate of 11,500,000 ICG Consideration Shares, and (ii) a contingent payment of USD$5,000,000 payable by ICG to American Pacific upon achieving commercial production. 7,500,000 ICG Distribution Shares were subsequently distributed to APM Shareholders of record on the Closing Date on a pro-rata basis. The sale of CGI and APMUS in exchange for 11,500,000 ICG Consideration Shares

LEGAL_49197200.2

---

• 2 -

was effected through the terms and conditions of a related share exchange agreement, dated December 7, 2025, as amended on January 21, 2026, among American Pacific, ICG, APMUS, and CGI (the “Share Exchange Agreement”).

Pursuant to the Arrangement, each outstanding common share of the Company (each, an “APM Share”) was exchanged for (i) one new common share of the Company (a “New APM Share”), which is identical in every relevant respect to APM Shares, and (ii) approximately 0.0283 of an ICG Distribution Share for each APM Share held (the “Exchange Ratio”). The ICG Consideration Shares were listed on the Canadian Securities Exchange (the “CSE”) on March 31, 2026 (the “Listing Date”).

The Company has retained the remaining 4,000,000 ICG Consideration Shares (the “Retained Shares”), which are subject to a lock-up agreement dated December 7, 2025, between the Company and ICG. During the lock-up period, any proposed sale of the Retained Shares by American Pacific will be subject to a prior placement right in favour of ICG. From the Listing Date until the date that is 36 months thereafter, if American Pacific wishes to sell more than 5% of the Retained Shares within any five-trading-day period on the CSE or any other applicable stock exchange or public trading platform, American Pacific must deliver a written notice to ICG (the “Notice of Sale”) specifying the number of Retained Shares it proposes to sell (the “Sale Shares”). Upon receipt of the Notice of Sale, ICG will have the right to attempt to place all or a portion of the Sale Shares within seven trading days. Notwithstanding the foregoing, American Pacific may not sell more than 15% of the Retained Shares in any single 30-day calendar month. American Pacific will also vote the Retained Shares in favour of all matters proposed by management of ICG during the lock-up period.

Additionally, the 7,500,000 ICG Consideration Shares distributed to APM Shareholders in connection with the Arrangement are subject to contractual resale restrictions. Under these restrictions, 30% of such ICG Consideration Shares will be freely tradable on the Listing Date, and 14% of such ICG Consideration Shares will be freely tradable on each of the 12-month, 15-month, 18-month, 21-month, and 24-month anniversaries of the Listing Date.

APM Shareholders approved the Arrangement at the annual general and special meeting of APM Shareholders held on February 25, 2026. The Supreme Court of British Columbia issued a final order approving the Arrangement on February 27, 2026. The New APM Shares trade under new CUSIP and ISIN numbers, being 028792109 and CA0287921096, respectively.

APM Shareholders of record at the Closing Date have been distributed their pro-rata entitlement of ICG Distribution Shares in accordance with the Arrangement. Based on the number of issued and outstanding APM Shares as of the Closing Date, APM Shareholders of record received approximately 0.0283 of an ICG Distribution Share for each APM Share held. The ICG Distribution Shares have been distributed automatically to APM Shareholders through their respective brokers or the Company's transfer agent, as applicable, and APM Shareholders are not required to take any action or submit any documentation in order to receive their entitlement. Registered APM Shareholders should expect to receive Direct Registration System statements representing their New APM Shares and ICG Distribution Shares by mail. Beneficial APM Shareholders who hold their APM Shares through an intermediary (such as a broker, investment dealer, bank, trust company or other nominee) should contact their intermediary for information regarding the receipt of their New APM Shares and ICG Distribution Shares.

Additional details on the Arrangement can be found in the Company’s news releases dated March 20, 2025, February 25, 2026, January 26, 2026, January 12, 2026, and December 8, 2025, the management information circular dated January 23, 2026 filed with applicable regulatory authorities and mailed to APM

LEGAL_49197200.2

---

Shareholders in accordance with applicable securities laws, the Arrangement Agreement and the Share Exchange Agreement, all as filed under the Company’s SEDAR+ profile on www.sedarplus.ca.

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

None.

Item 8 – Executive Officer

The following executive officer of the Company is knowledgeable about the material change and this Material Change Report and may be contacted:

Warwick Smith
Chief Executive Officer
604-250-1737

Item 9 – Date of Report

April 2, 2026

Cautionary Note Regarding Forward-Looking Information

This material change report includes certain statements that may be deemed “forward-looking statements”. All statements in this material change report, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Forward-looking statements in this news release include, without limitation, statements related to the distribution of the ICG Distribution Shares to APM Shareholders. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward looking statements. Factors that could cause the actual results to differ materially from those in forward looking statements include market prices, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.

LEGAL_49197200.2