Discovery Silver Corp. — Capital/Financing Update 2023

Apr 12, 2023

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Discovery Silver Corp. C$45,000,000 Term Sheet April 12, 2023

A final base shelf prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each of the provinces and territories of Canada except Quebec. A copy of the final short form base shelf prospectus, any amendment to the final base shelf prospectus and any applicable shelf prospectus supplement that has been filed, is required to be delivered with this document.

Copies of the final short form base shelf prospectus may be obtained from Clarus Securities Inc. at acuadra@clarussecurities.com, and is also available electronically at www.sedar.com.

This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the final short form base shelf prospectus, any amendment and any applicable prospectus supplement for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

The securities offered hereby have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or the securities laws of any state of the United States (as such term is defined in Regulation S under the U.S. Securities Act), and may not be offered or sold within the United States, or to, or for the account or benefit of a U.S. Person (as defined in Rule 902(k) of Regulation S under the U.S. Securities Act) or a person in the United States, except in transactions exempt from registration under the U.S. Securities Act and applicable U.S. state securities laws.

MARKETED OFFERING OF SHARES BY WAY OF PROSPECTUS SUPPLEMENT

Issuer:	Discovery Silver Corp. (the “Company”).
Offering:	37,500,000 shares of the Company (the “Common Shares”).
Offering Price:	C$1.20 per Common Share (the “Issue Price”).
Offering Size:	Up to C$45,000,000 (C$51,750,000 if the Over-Allotment Option (as defined below) is
	exercised in full).
Type of Transaction:	The Offering will be offered by way of a prospectus supplement to the Company’s short
	form base shelf prospectus dated March 23, 2023 pursuant to National Instrument 44-
	101 –_Short Form Prospectus Distributions_and National Instrument 44-102 –Shelf
	_Distributions_as filed and to be filed, as applicable, in each of the provinces of Canada
	except Quebec. The Offering may also be made in the United States or to or for the
	account or benefit of “U.S. persons” as defined by Regulation S under the U.S.
	Securities Act on a private placement basis to a limited number of institutional
	“accredited investors” (as defined in Rule 501(a)(1), (2), (3), (7), (8), (9), (12) or (13) of
	Regulation D under the U.S. Securities Act and to “qualified institutional buyers”
	pursuant to Rule 144A or in such other manner as to not require registration under the
	U.S. Securities Act or any applicable securities laws of any state of the United States,
	and in other jurisdictions as mutually agreed by the Company and Clarus.
Over-Allotment	The Agent shall have an over-allotment option, exercisable in whole or in part, for a
Option:	period of 30 days from and including the closing date of the Offering to purchase up to
	an additional 5,625,000 Common Shares exercisable in whole or in part, for additional
	gross proceeds of C$6,750,000 on the same terms and conditions as the Offering (the
	“Over-Allotment Option”).
Use of Proceeds:	The Company intends to use the net proceeds from the Offering to fund the continued
	advancement and de-risking of the Cordero Project and for working capital and general
	corporate purposes.

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Agents:	Clarus Securities Inc. and Cormark Securities Inc. as co-lead agents and co-bookrunners
	on behalf of a syndicate of agents including BMO Capital Markets, Eight Capital, and PI
	Financial Corp.
Eligibility:	Eligible for investment in RRSPs, RRIFs, RESPs, DPSPs, and TFSAs.
Listing:	The Common Shares currently trade on the Toronto Stock Exchange under the symbol
	“DSV”.
Closing Date:	On or about April 19th, 2023, or such other earlier or later date as the Agents and
	Company may agree upon.
U.S. Notice:	The Common Shares have not and will not be registered under the U.S. Securities Act or
	any U.S. state securities laws and may not be offered or sold in the United States unless
	the Common Shares have been registered under the U.S. Securities Act and any
	applicable state securities laws, or in compliance with the requirements of an exemption
	therefrom.

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