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GR SILVER MINING LTD. Capital/Financing Update 2023

Jul 11, 2023

47384_rns_2023-07-11_4f8a1fd5-7fca-412f-aa9d-540e07f7c7f2.pdf

Capital/Financing Update

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MATERIAL CHANGE REPORT

Item 1. Name and Address of Company

GR Silver Mining Ltd. Suite 1050 – 400 Burrard Street Vancouver, BC V6C 3A6

Item 2. Date of Material Change

July 11, 2023

Item 3. News Release

A news release dated and issued July 11, 2023, at Vancouver, British Columbia through CNW Group and SEDAR.

Item 4. Summary of Material Change

GR Silver Mining announces up to $1,000,000 non-brokered private placement financing.

Item 5. Full Description of Material Change

See news release, a copy of which is attached hereto.

Item 6. Reliance on subsection 7.1(2) of National Instrument 51-102

Not applicable.

Item 7. Omitted Information

Not applicable.

Item 8. Executive Officer

Marcio Fonseca, President & COO Telephone: 1.604.202.3155

Item 9. Date of Report

July 11, 2023

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Not for distribution to United States newswire services or for dissemination in the United States.

July 11, 2023

GR Silver Mining Announces up to $1 Million Private Placement Financing

Vancouver, BC – GR Silver Mining Ltd. (“GR Silver Mining” or the “Company”) (TSXV|GRSL, OTCQB|GRSLF, FRANKFURT|GPE) – announces that it proposes to undertake a non-brokered private placement of units (each, a “ Unit ”), at a purchase price of $0.075 per Unit, to raise total gross proceeds of up to $1 million (the “ Offering ”). Each Unit will consist of one common share of the Company and one-half (½) of one common share purchase warrant. Each whole warrant will entitle the holder to purchase one common share of the Company at a price of $0.12 at any time on or before that date which is 24 months after the closing date of the Offering.

The gross proceeds received from the sale of the Units will be used for advancement of studies on the Company’s Plomosas Project and for general working capital.

The Units will be offered to qualified investors in reliance upon exemptions from the prospectus and registration requirements of applicable securities legislation. The Company will pay finders’ fees to eligible finders in connection with the Offering, subject to compliance with applicable securities laws and the policies of the TSXV.

All securities issued and sold under the Offering will be subject to a hold period expiring four months and one day from their date of issuance. Completion of the Offering and the payment of any finders’ fees remain subject to the receipt of all necessary regulatory approvals, including the approval of the TSXV.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the “1933 Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.

About the Plomosas Project

The Plomosas Project, including the recent high-grade silver SE Area discovery in the San Marcial Area, is an emerging high-grade silver district located in southern Sinaloa, Mexico. The Plomosas Project, covering 43,187 ha, benefits from mine infrastructure, road access and existing permits, associated with past-producing historical mining sites. The district contains intermediate to low sulphidation epithermal silver and gold mineralization hosted in hydrothermal breccias and veins. Recent success in exploration and drilling has delineated wide, high-grade, shallow hydrothermal breccias in the San Marcial Area, including the SE Area discovery, where drilling incorporated into the updated March 2023 Plomosas Project mineral resource estimation highlighted an exploration opportunity for continuous resource growth.

[email protected]

GR Silver Mining Ltd. Suite 1050 - 400 Burrard Street Vancouver, BC V6C 3A6

About GR Silver Mining Ltd .

GR Silver Mining is a Canadian-based, Mexico-focused junior mineral exploration company engaged in cost effective silver-gold resource expansion on its 100%-owned assets, located on the eastern edge of the Rosario Mining District, in the southeast of Sinaloa State, Mexico. GR Silver Mining controls 100% of two past producer precious metal underground and open pit mines, within the expanded Plomosas Project, which includes the integrated San Marcial Area and La Trinidad acquisition. In conjunction with a portfolio of early to advanced stage exploration targets, the Company holds 734 km[2] of concessions containing several structural corridors totaling over 75 km in strike length.

GR Silver Mining Ltd.

Eric Zaunscherb, Chair & CEO

For further information, please contact: Eric Zaunscherb Telephone: +1.647.293.8457 Email: [email protected]

Cautionary Statement Regarding Forward-Looking Information

This press release contains “forward-looking statements” within the meaning of applicable Canadian securities legislation and information that are based on the beliefs of management and reflect the Company’s current expectations. When used in this press release, the words "estimate", "project", "belief", "anticipate", "intend", "expect", "plan", "predict", "may" or "should" and the negative of these words or such variations thereon or comparable terminology are intended to identify forward-looking statements and information. Such statements and information reflect the current view of the Company. Risks and uncertainties may cause actual results to differ materially from those contemplated in those forward-looking statements and information. By their nature, forwardlooking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.

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

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