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First Andes Silver Ltd. Capital/Financing Update 2025

Mar 5, 2025

46418_rns_2025-03-04_b2c4093c-bf9d-4651-bb85-9827f48c494b.pdf

Capital/Financing Update

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FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1. Name and Address of Company
FIRST ANDES SILVER LTD.
1100 – 1199 West Hastings Street
Vancouver, BC V6E 3T5
(the "Company")

Item 2. Date of Material Change
February 28, 2025.

Item 3. News Release
The news release was issued on March 3, 2025 and disseminated through Newsfile Corp.

Item 4. Summary of Material Change
The Company announced the closing of its oversubscribed private placement financing, previously announced on February 10, 2025, and a related party transaction.

Item 5. Full Description of Material Change
The Company announced that it has closed its oversubscribed private placement financing, previously announced on February 10, 2025, by issuing a total of 21,300,000 common shares at a price of $0.05 per share for gross proceeds of $1,065,000 (the "Offering").

The securities issued under the Offering will be subject to restrictions on resale for a period of four months from the date of issue. The Company paid finders a cash fee of $38,500 and issued 770,000 non-transferable warrants exercisable at $0.05 per share for a period of two years from the date of issue.

The proceeds of the Offering will be used for a follow-up drill program at the high-grade Santas Gloria silver property and general working capital purposes.

Ian Stalker, the Company's Executive Chairman and a director, subscribed for 2,000,000 Shares, contributing $100,000 to the Offering. This participation constitutes a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101"). However, the Company expects to be exempt from formal valuation and minority shareholder approval requirements under Sections 5.5(a) and 5.7(a) of MI 61-101, as his participation does not exceed 25% of the Company's market capitalization.

Item 6. Reliance on Subsection 7.1(2) of National Instrument 51-102
Not applicable.

Item 7. Omitted Information
None.

Item 8. Executive Officer
Colin Smith, CEO
Phone: (604) 806-0626

Item 9. Date of Report
March 3, 2025