Bravo Mining — Capital/Financing Update 2023

Jun 10, 2023

FORM 51-102F3 MATERIAL CHANGE REPORT

ITEM 1. NAME AND ADDRESS OF ISSUER

Bravo Mining Corp. (the “ Company ”) Av. Jornalista Ricardo Marinho, n. 360, room 111 Barra da Tijuca, Rio de Janeiro, RJ Brazil, 22631-350

ITEM 2. DATE OF MATERIAL CHANGE

May 30, 2023

ITEM 3. NEWS RELEASE

News releases issued on May 30, 2023, June 1, 2023, June 7, 2023 and June 8, 2023, respectively, were disseminated through the facilities of Globe Newswire and filed on the System for Electronic Document Analysis and Retrieval (SEDAR).

ITEM 4. SUMMARY OF MATERIAL CHANGE

On May 30, 2023, the Company announced that it had entered into an agreement with a syndicate of agents co-led by Canaccord Genuity Corp., National Bank Financial Inc. and BMO Capital Markets for the public offering (the “ Offering ”) of common shares in the capital of the Company (“ Common Shares ”) at a price of C$3.50 per Common Share. The number of Common Shares to be sold and amount of proceeds to be raised under the Offering would be determined in the context of the market. In addition to the Offering, the Company announced its intention to complete a private placement offering (the “ Concurrent Private Placement ”) in connection with the exercise of a participation right held by an existing securityholder of the Company.

On June 1, 2023, the Company announced that the Offering would be conducted on a best efforts agency basis through a syndicate of agents co-led by Canaccord Genuity Corp., National Bank Financial Inc. and BMO Capital Markets and includes Cormark Securities Inc. and Raymond James Ltd. (collectively, the “ Agents ”) for the issuance of 4,911,015 Common Shares for gross proceeds of up to C$17,188,552.50. Together with the Concurrent Private Placement, the aggregate gross proceeds to be received by the Company would be up to C$20,002,500. The Company had also granted to the Agents an option (the “ Over-Allotment Option ”) exercisable, in whole or in part for a period of 30 days from and including the closing date of the Offering to sell up to such number of additional Common Shares as is equal to 15% of the number of Common Shares issued pursuant to the Offering at a price of C$3.50 per Common Share. The Company also announced that it intended to complete the Concurrent Private Placement, which would consist of 803,985 Common Shares at a price of C$3.50 per Common Share for gross proceeds of $2,813,947.50 (888,852 Common Shares for gross proceeds of C$3,110,982 if the Over-Allotment Option for the Offering is exercised in full) in connection with the exercise of a participation right held by an existing securityholder of the Company.

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On June 7, 2023, the Company announced that the size of Concurrent Private Placement had been increased to up to 1,504,992 Common Shares at a price of C$3.50 per Common Share for gross proceeds of up to C$5,267,472. Assuming completion of the Offering and the Concurrent Private Placement, the aggregate gross proceeds to the Company would be up to C$25,034,306.50 (if the Over-Allotment Option (as defined below) for the Offering is exercised in full).

On June 8, 2023, the Company announced that it had closed the Offering. Pursuant to the Offering, the Company has issued 5,647,667 Common Shares at a price of C$3.50 per Common Share for gross proceeds of C$19,766,834.50, which includes the exercise in full of the Over-Allotment Option granted to the Agents. In connection with the Offering, the Company has paid the Agents a cash commission in the aggregate amount of $919,584.23 equal to 5.0% of the gross proceeds of the Offering, other than in respect of sales to certain purchasers on the president’s list in which case the cash commission was reduced to 2.5%.

ITEM 5.1 FULL DESCRIPTION OF MATERIAL CHANGE

See news release dated May 30, 2023 attached as Schedule “A”, news release dated June 1, 2023 attached as Schedule “B”, news release dated June 7, 2023 attached as Schedule “C” and news release dated June 8, 2023 attached as Schedule “D”.

ITEM 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

There are no significant facts required to be disclosed herein which have been omitted.

ITEM 8. EXECUTIVE OFFICER

Contact: Alex Penha EVP Corporate Development Phone: (416) 509-0583 Email: alex.penha@bravomining.com

ITEM 9. DATE OF REPORT

June 9, 2023

Schedule “A” News Release dated May 30, 2023

(see attached)

Bravo Announces Offering of Common Shares

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

VANCOUVER, May 30, 2023 – Bravo Mining Corp. (TSX.V: BRVO, OTCQX: BRVMF) (“ Bravo ” or the “ Company ”) announces that it has entered into an agreement with a syndicate of agents co-led by Canaccord Genuity Corp., National Bank Financial Inc. and BMO Capital Markets (collectively, the “Agents”) for the public offering (the “Offering”) of common shares in the capital of the Company (“Common Shares”) at a price of C$3.50 per Common Share.

The number of Common Shares to be sold and amount of proceeds to be raised under the Offering will be determined in the context of the market.

The closing of the Offering is expected to occur on or about June 8, 2023, or on such date as agreed upon between the Company and the Agents, and is subject to the Company receiving all necessary regulatory approvals, including the approval of the TSX Venture Exchange.

In connection with the Offering, the Company intends to file a prospectus supplement (the “Supplement”) to the Company’s short form base shelf prospectus dated May 16, 2023 (the “Shelf Prospectus”), with the securities regulatory authorities in each of the provinces of Canada (except Quebec). Copies of the Shelf Prospectus can be found, and the Supplement to be filed in connection with the Offering will be available, under the Company’s profile on SEDAR at www.sedar.com. The Shelf Prospectus contains, and the Supplement will contain, important detailed information about the Company and the Offering including the proposed use of proceeds therefrom. Prospective investors should read the Supplement and accompanying Shelf Prospectus and the documents incorporated by reference therein before making an investment decision.

The Common Shares may also be sold in the United States on a private placement basis pursuant to one or more exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and in such other jurisdictions outside of Canada and the United States, in each case in accordance with all applicable laws provided that no prospectus, registration statement or similar document is required to be filed in such jurisdiction.

In addition to and concurrent with the Offering, the Company intends to complete a private placement offering (the “Concurrent Private Placement”) of Common Shares at a price of C$3.50 per Common Share in connection with the exercise of a participation right held by an existing securityholder of the Company. The number of Common Shares to be sold and amount of proceeds to be raised under the Concurrent Private Placement will be determined based on the size of the Offering. The closing of the Concurrent Private Placement is expected to occur shortly following closing of the Offering and is subject to the Company receiving all necessary regulatory approvals, including the approval of the TSX Venture Exchange.

The Common Shares have not been and will not be registered under the U.S. Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under the U.S. Securities Act and applicable states securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

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About Bravo Mining Corp.

Bravo is a Canada and Brazil-based mineral exploration and development company focused on advancing its Luanga PGM + Au + Ni Project in the world-class Carajás Mineral Province of Brazil.

The Luanga Project benefits from being in a location close to operating mines, with excellent access and proximity to existing infrastructure, including road, rail and clean and renewable hydro grid power. The project area was previously de-forested for agricultural grazing land. Bravo’s current Environmental, Social and Governance activities includes replanting trees in the project area, hiring and contracting locally, engagement with local communities, and ensuring protection of the environment during its exploration activities.

For further information about Bravo, please visit www.bravomining.com or contact:

Alex Penha

EVP Corporate Development info@bravomining.com

Forward-Looking Statements

Certain statements (“forward-looking statements”) in this news release contain forward-looking information concerning the Offering and the Concurrent Private Placement, the use of proceeds thereof, the anticipated closing dates of the Offering and the Concurrent Private Placement, and the receipt of regulatory approvals, including the approval of the TSX Venture Exchange, plans related to Bravo’s business and other matters that may occur in the future, made as of the date of this news release. Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors which could cause actual events or results to differ from those expressed or implied by the forward-looking statements. Such factors include, but are not limited to business closures, quarantines and a general reduction in consumer activity; actual results and timing of exploration and development, mining, environmental services and remediation and reclamation activities; future prices of commodities; possible variations in mineral resources, grade or recovery rates; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the mining industry; indigenous rights and title; continued capitalization and commercial viability; global economic conditions; competition; and delays in obtaining governmental approvals or financing or in the completion of development activities. Forwardlooking statements are based on certain assumptions that management believes are reasonable at the time they are made. In making the forward-looking statements included in this news release, Bravo has applied several material assumptions, including, but not limited to, the assumption that Bravo will be able to raise additional capital as necessary, that the proposed exploration and development activities will proceed as planned, and that market fundamentals will result in sustained silver, gold, lead and zinc demand and prices. There can be no assurance that forward-looking statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Bravo expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as otherwise required by applicable securities legislation.

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

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Schedule “B” News Release dated June 1, 2023

(see attached)

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NEWS RELEASE
1 June 2023
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Bravo Announces Sizing of Previously Announced Offering for C$20 Million

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

VANCOUVER, June 1, 2023 – Bravo Mining Corp. (TSX.V: BRVO, OTCQX: BRVMF) (“ Bravo ” or the “ Company ”) is pleased to announce the sizing of its previously announced public offering (the “Offering”) of common shares of the Company (“Common Shares”). The Offering will be conducted on a best efforts agency basis for the issuance of 4,911,015 Common Shares at a price of C$3.50 per Common Share for gross proceeds of C$17,188,552.50. Assuming completion of the Offering and the Concurrent Private Placement (as defined below), the aggregate gross proceeds to the Company will be C$20,002,500. Canaccord Genuity Corp., National Bank Financial Inc. and BMO Capital Markets are acting as co-lead agents for the Offering and the Concurrent Private Placement on behalf of a syndicate that includes Cormark Securities Inc. and Raymond James Ltd. (collectively, the “Agents”).

The Company has also granted to the Agents an option (the “Over-Allotment Option”) exercisable, in whole or in part for a period of 30 days from and including the closing date of the Offering to sell up to such number of additional Common Shares at a price of C$3.50 per Common Share as is equal to 15% of the number of Common Shares issued pursuant to the Offering.

The closing of the Offering is expected to occur on or about June 8, 2023, or on such date as agreed upon between the Company and the Agents, and is subject to the Company receiving all necessary regulatory approvals, including the approval of the TSX Venture Exchange.

In connection with the Offering, the Company intends to file a prospectus supplement (the “Supplement”) to the Company’s short form base shelf prospectus dated May 16, 2023 (the “Shelf Prospectus”), with the securities regulatory authorities in each of the provinces of Canada (except Quebec). Copies of the Shelf Prospectus can be found, and the Supplement to be filed in connection with the Offering will be available, under the Company’s profile on SEDAR at www.sedar.com. The Shelf Prospectus contains, and the Supplement will contain, important detailed information about the Company and the Offering including the proposed use of proceeds therefrom. Prospective investors should read the Supplement and accompanying Shelf Prospectus and the documents incorporated by reference therein before making an investment decision.

The Common Shares may also be sold in the United States on a private placement basis pursuant to one or more exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and in such other jurisdictions outside of Canada and the United States, in each case in accordance with all applicable laws provided that no prospectus, registration statement or similar document is required to be filed in such jurisdiction.

In addition to and concurrent with the Offering, the Company intends to complete a private placement offering (the “Concurrent Private Placement”) of 803,985 Common Shares at a price of C$3.50 per Common Share for gross proceeds of $2,813,947.50 (888,852 Common Shares for gross proceeds of C$3,110,982 if the OverAllotment Option for the Offering is exercised in full) in connection with the exercise of a participation right held by an existing securityholder of the Company. The closing of the Concurrent Private Placement is expected to occur on or about June 15, 2023 and is subject to the Company receiving all necessary regulatory approvals, including the approval of the TSX Venture Exchange.

The Common Shares have not been and will not be registered under the U.S. Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under the U.S. Securities Act and applicable states securities laws. This news release shall not constitute an offer

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NEWS RELEASE
1 June 2023
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to sell or the solicitation of an offer to buy nor shall there be any sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Bravo Mining Corp.

Bravo is a Canada and Brazil-based mineral exploration and development company focused on advancing its Luanga PGM + Au + Ni Project in the world-class Carajás Mineral Province of Brazil.

The Luanga Project benefits from being in a location close to operating mines, with excellent access and proximity to existing infrastructure, including road, rail and clean and renewable hydro grid power. The project area was previously de-forested for agricultural grazing land. Bravo’s current Environmental, Social and Governance activities includes replanting trees in the project area, hiring and contracting locally, engagement with local communities, and ensuring protection of the environment during its exploration activities.

For further information about Bravo, please visit www.bravomining.com or contact:

Alex Penha

EVP Corporate Development info@bravomining.com

Forward-Looking Statements

Certain statements (“forward-looking statements”) in this news release contain forward-looking information concerning the Offering and the Concurrent Private Placement, the size of the Offering and the Concurrent Private Placement, the use of proceeds thereof, the anticipated closing dates of the Offering and the Concurrent Private Placement, and the receipt of regulatory approvals, including the approval of the TSX Venture Exchange, plans related to Bravo’s business and other matters that may occur in the future, made as of the date of this news release. Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors which could cause actual events or results to differ from those expressed or implied by the forward-looking statements. Such factors include, but are not limited to business closures, quarantines and a general reduction in consumer activity; actual results and timing of exploration and development, mining, environmental services and remediation and reclamation activities; future prices of commodities; possible variations in mineral resources, grade or recovery rates; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the mining industry; indigenous rights and title; continued capitalization and commercial viability; global economic conditions; competition; and delays in obtaining governmental approvals or financing or in the completion of development activities. Forward-looking statements are based on certain assumptions that management believes are reasonable at the time they are made. In making the forward-looking statements included in this news release, Bravo has applied several material assumptions, including, but not limited to, the assumption that Bravo will be able to raise additional capital as necessary, that the proposed exploration and development activities will proceed as planned, and that market fundamentals will result in sustained demand and prices for platinum group metals, gold and nickel. There can be no assurance that forwardlooking statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Bravo expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as otherwise required by applicable securities legislation.

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

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Schedule “C” News Release dated June 7, 2023

(see attached)

Bravo Announces Upsizing of Previously Announced Private Placement Offering

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

VANCOUVER, June 7, 2023 – Bravo Mining Corp. (TSX.V: BRVO, OTCQX: BRVMF) (“ Bravo ” or the “ Company ”) is pleased to announce an increase in the size of its previously announced private placement offering (the “Concurrent Private Placement”) of common shares of the Company (“Common Shares”). The size of the Concurrent Private Placement, which is being conducted in addition to the Offering (as defined below) and on a best efforts agency basis, has been increased to up to 1,504,992 Common Shares at a price of C$3.50 per Common Share for gross proceeds of up to C$5,267,472. Assuming completion of the Offering and the Concurrent Private Placement, the aggregate gross proceeds to the Company will be up to C$25,034,306.50 (if the Over-Allotment Option (as defined below) for the Offering is exercised in full).

As previously announced in the Company’s news releases dated May 30, 2023 and June 1, 2023, the Company is conducting a best efforts public offering of 4,911,015 Common Shares at a price of C$3.50 per Common Share for gross proceeds of C$17,188,552.50 (the “Offering”). Canaccord Genuity Corp., National Bank Financial Inc. and BMO Capital Markets are acting as co-lead agents for the Offering and the Concurrent Private Placement on behalf of a syndicate that includes Cormark Securities Inc. and Raymond James Ltd. (collectively, the “Agents”).

The Company has also granted to the Agents an option (the “Over-Allotment Option”) exercisable, in whole or in part for a period of 30 days from and including the closing date of the Offering to sell up to such number of additional Common Shares at a price of C$3.50 per Common Share as is equal to 15% of the number of Common Shares issued pursuant to the Offering.

The closing of the Offering is expected to occur on or about June 8, 2023, or on such date as agreed upon between the Company and the Agents, and is subject to the Company receiving all necessary regulatory approvals, including the approval of the TSX Venture Exchange. The closing of the Concurrent Private Placement is expected to occur on or about June 15, 2023 and is subject to the Company receiving all necessary regulatory approvals, including the approval of the TSX Venture Exchange.

In connection with the Offering, the Company has filed a prospectus supplement (the “Supplement”) to the Company’s short form base shelf prospectus dated May 16, 2023 (the “Shelf Prospectus”), with the securities regulatory authorities in each of the provinces of Canada (except Quebec). Copies of the Shelf Prospectus and Supplement can be found under the Company’s profile on SEDAR at www.sedar.com. The Shelf Prospectus and the Supplement contain important detailed information about the Company and the Offering including the proposed use of proceeds therefrom. Prospective investors should read the Supplement and accompanying Shelf Prospectus and the documents incorporated by reference therein before making an investment decision.

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

About Bravo Mining Corp.

Bravo is a Canada and Brazil-based mineral exploration and development company focused on advancing its Luanga PGM + Au + Ni Project in the world-class Carajás Mineral Province of Brazil.

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The Luanga Project benefits from being in a location close to operating mines, with excellent access and proximity to existing infrastructure, including road, rail and clean and renewable hydro grid power. The project area was previously de-forested for agricultural grazing land. Bravo’s current Environmental, Social and Governance activities includes replanting trees in the project area, hiring and contracting locally, engagement with local communities, and ensuring protection of the environment during its exploration activities.

For further information about Bravo, please visit www.bravomining.com or contact:

Alex Penha

EVP Corporate Development info@bravomining.com

Forward-Looking Statements

Certain statements (“forward-looking statements”) in this news release contain forward-looking information concerning the Offering and the Concurrent Private Placement, the size of the Offering and the Concurrent Private Placement, the use of proceeds thereof, the anticipated closing dates of the Offering and the Concurrent Private Placement, and the receipt of regulatory approvals, including the approval of the TSX Venture Exchange, plans related to Bravo’s business and other matters that may occur in the future, made as of the date of this news release. Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors which could cause actual events or results to differ from those expressed or implied by the forward-looking statements. Such factors include, but are not limited to business closures, quarantines and a general reduction in consumer activity; actual results and timing of exploration and development, mining, environmental services and remediation and reclamation activities; future prices of commodities; possible variations in mineral resources, grade or recovery rates; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the mining industry; indigenous rights and title; continued capitalization and commercial viability; global economic conditions; competition; and delays in obtaining governmental approvals or financing or in the completion of development activities. Forward-looking statements are based on certain assumptions that management believes are reasonable at the time they are made. In making the forward-looking statements included in this news release, Bravo has applied several material assumptions, including, but not limited to, the assumption that Bravo will be able to raise additional capital as necessary, that the proposed exploration and development activities will proceed as planned, and that market fundamentals will result in sustained demand and prices for platinum group metals, gold and nickel. There can be no assurance that forwardlooking statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Bravo expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as otherwise required by applicable securities legislation

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

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Schedule “D” News Release dated June 8, 2023

(see attached)

Bravo Announces Completion of Public Offering for C$20 Million

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

VANCOUVER, June 8, 2023 – Bravo Mining Corp. (TSX.V: BRVO, OTCQX: BRVMF) (“ Bravo ” or the “ Company ”) announces that it has closed the previously announced public offering (the “Offering”) of common shares of the Company (the “Common Shares”). Pursuant to the Offering, the Company has issued 5,647,667 Common Shares at a price of C$3.50 per Common Share for gross proceeds of C$19,766,834.50, which includes the exercise in full of the over-allotment option granted to the Agents (as defined below). The Offering was co-led by Canaccord Genuity Corp., National Bank Financial Inc. and BMO Capital Markets on behalf of a syndicate that included Cormark Securities Inc. and Raymond James Ltd. (collectively, the “Agents”).

In connection with the Offering, the Company has paid the Agents a cash commission in the aggregate amount of $919,584.23 equal to 5.0% of the gross proceeds of the Offering, other than in respect of sales to certain purchasers on the president’s list in which case the cash commission was reduced to 2.5%.

The Offering was made by way of a prospectus supplement dated June 1, 2023 to the Company’s existing Canadian base shelf prospectus dated May 16, 2023, in the United States on a private placement basis pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and in certain other jurisdictions outside of Canada and the United States.

The Common Shares have not been and will not be registered under the U.S. Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under the U.S. Securities Act and applicable state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Bravo Mining Corp.

Bravo is a Canada and Brazil-based mineral exploration and development company focused on advancing its Luanga PGM + Au + Ni Project in the world-class Carajás Mineral Province of Brazil.

The Luanga Project benefits from being in a location close to operating mines, with excellent access and proximity to existing infrastructure, including road, rail and clean and renewable hydro grid power. The project area was previously de-forested for agricultural grazing land. Bravo’s current Environmental, Social and Governance activities includes replanting trees in the project area, hiring and contracting locally, engagement with local communities, and ensuring protection of the environment during its exploration activities.

For further information about Bravo, please visit www.bravomining.com or contact:

Alex Penha

EVP Corporate Development info@bravomining.com

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

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