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Candelaria Mining Corp. Capital/Financing Update 2020

Jun 16, 2020

47041_rns_2020-06-15_d5e29056-8080-4c95-ae61-e831c4b40906.pdf

Capital/Financing Update

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FORM 51-102F3 - MATERIAL CHANGE REPORT

1. NAME AND ADDRESS OF COMPANY

Candelaria Mining Corp. Suite 1201 - 1166 Alberni Street Vancouver, BC V6E 3Z3

2. DATE OF MATERIAL CHANGE

June 15, 2020

3. NEWS RELEASE

News release dated June 15, 2020 was disseminated via the facilities of GlobeNewswire.

4. SUMMARY OF MATERIAL CHANGE

Candelaria Mining Corp. entered into a letter agreement providing for a loan facility for US $9 million..

5. FULL DESCRIPTION OF MATERIAL CHANGE

Candelaria Mining Corp. (TSXV:CAND, OTC PINK:CDELF) (the “ Company ”) entered into a letter agreement with Accendo Banco, S.A. (“Accendo”) providing the terms under which Accendo will provide a loan facility for US$9 million. Funds advanced under the facility will be used for financing construction of the Company’s Pinos project and working capital purposes.

The loan facility will be secured against the assets of the Company and its subsidiaries, will bear interest at 13% per annum, and have a term of 60 monthsfrom the initial draw date. Candelaria may draw US$500,000 upon execution of the facility, with the balance to be made available on completion of final loan documentation.

In connection with the loan facility, Accendo will receive a cash fee from the Company of 2% of the amount of the Loan Facility, as well as 18 million non-transferable share purchase warrants (the “Bonus Warrants”). Each Bonus Warrant will entitle Accendo to purchase one common share of the Company at a price (the “Exercise Price”) of C$0.11 per share for a period of 60 months.

Accendo is a registered full service bank under the laws of Mexico. Mr. Javier Reyes is Chairman of Accendo and a director of the Company. In connection with the loan, Mr. Reyes has agreed to resign from his position as director of the Company in order to comply with bank internal requirements.

Closing of the loan facility transaction is subject to exchange approval and completion of final documentation.

6. RELIANCE ON SUBSECTION 7.1(2) OF NATIONAL INSTRUMENT 51-102

Not applicable.

7. OMITTED INFORMATION

Not applicable.

8. EXECUTIVE OFFICER

Sam Wong Chief Financial Officer Email: [email protected] Telephone: 604 306-8245

9. DATE OF REPORT

June 15, 2020

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