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Capitan Silver Corp. Capital/Financing Update 2021

May 28, 2021

47940_rns_2021-05-28_f0a1a5a4-6e9b-498c-b4fa-8825e6f73093.pdf

Capital/Financing Update

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FORM 51–102F3 MATERIAL CHANGE REPORT

ITEM #1 NAME & ADDRESS OF COMPANY

Capitan Mining Inc. 800 West Pender Street, Suite 550 Vancouver, British Columbia V6C 2V6 (the “Company”)

ITEM #2 DATE OF MATERIAL CHANGE

May 28, 2021

ITEM #3 NEWS RELEASE

A news release announcing the material changes referred to in this report was disseminated May 7, 2021 through Newsfile Corp.

ITEM #4 SUMMARY OF MATERIAL CHANGE

The Company announced that it has closed a non-brokered private placement and issued 16,000,000 common shares at a price of $0.20 per common share to raise aggregate proceeds of $3,200,000.00.

ITEM #5 FULL DESCRIPTION OF MATERIAL CHANGE

The Company announced that it has closed its non-brokered equity financing previously announced on April 6, 2021 (the "Private Placement"). Pursuant to the Private Placement, Capitan issued 16,000,000 common shares at a price of C$0.20 per Common Share (the "Issue Price") for gross proceeds of C$3,200,000. There were no finders' fees paid on the Private Placement.

The proceeds received by the Company will be primarily used to advance exploration and corporate development activities at Capitan's 100%-owned Peñoles Project located in Durango, Mexico, as well as for working capital and general corporate purposes.

All securities issued will be subject to a four-month hold period expiring on September 8, 2021.

ITEM # 6 RELIANCE ON SUBSECTION 7.1(2) OF NATIONAL INSTRUMENT 51– 102

N/A

ITEM #7 OMITTED INFORMATION

N/A

ITEM #8 EXECUTIVE OFFICER

Alberto Orozco Chief Executive Officer Telephone: 778.327.6671 ITEM #9 DATE OF REPORT

DATED at Vancouver, BC, this 28[th] of May, 2021