Lodestar Metals Corp. — Capital/Financing Update 2021

Mar 15, 2021

NOTICE NATIONAL INSTRUMENT 51-102 CHANGE OF CORPORATE STRUCTURE

This notice is provided pursuant to the requirements of Section 4.9 of National Instrument 51-102 – Continuous Disclosure Obligations (“ NI 51-102 ”).

Item 1: Names of the Parties to the Transaction

Plymouth Realty Capital Corp. (now Silverton Metals Corp, or, the “ Company ”)

Silver One Resources Inc. (“ Silver One ”)

KCP Minerals Inc. (“ KCP ”)

Item 2: Description of the Transaction

On March 2, 2021, the Company completed its qualifying transaction (“ Qualifying Transaction ”) with the acquisition of three silver-focused Mexican mineral properties, being Peñasco Quemado, Sonora; La Frazada, Nayarit; and Pluton, Durango (the “ Silver Properties ”) from Silver One by acquiring all of the issued and outstanding shares of KCP Minerals Inc. (the “ Transaction ”). Under the terms of the Transaction, Silverton agreed to pay to Silver One $6,000,000 in cash and shares as follows: (a) pay $1,250,000 in cash on closing, (b) issue 4,375,000 common shares of Silverton to Silver One, (c) pay $750,000 in cash eighteen months after closing, and (d) pay $500,000 in cash twenty four months after closing. Silverton also granted a 1.5% net smelter return royalty (the “ Royalty ”) on each of the Silver Properties. At the option of Silverton, Silverton may repurchase two-thirds (2/3) of the Royalty (being a 1% net smelter return royalty) with a payment equal to US $500,000 for each of the Silver Properties.

As a result of closing of the Transaction, Silverton, through Silverton Finco Inc. (“ Finco ”), completed its private placement offering through the issuance of 9,250,000 subscription receipts (each, a " Subscription Receipt ") at a price of $0.80 per Subscription Receipt for aggregate gross proceeds of $7,400,000 (the “ Brokered Private Placement ”). Each Subscription Receipt automatically converted into one common share of Silverton and one Silverton common share purchase warrant (each a “Silverton Warrant”). Each Silverton Warrant is exercisable for one Silverton Share at an exercise price of $1.15 per share until March 2, 2024. On March 2, 2021 Silverton, through Finco, also completed a non-brokered private placement for 2,324,000 units (each a “ Unit ”) at a price of $0.80 per Unit for total proceeds of $1,859,200 (the “ Non-Brokered Private Placement ”). As a result of closing of the Transaction, each holder of the Units received one Silverton Share and one Silverton Warrant. Each Silverton Warrant is exercisable for one Silverton Share at an exercise price of $1.15 until March 2, 2024. The proceeds of the Brokered and Non-Brokered Private Placement will be used for exploration activities on the Penasco Quemado and La Frazada Properties and for general working capital purposes.

As part of the Transaction, the Company changed its name to "Silverton Metals Corp.” and will be listed on the TSX Venture Exchange as a Tier 2 Mining Issuer under the symbol “SVTN” on March 5, 2021. The transaction will not result in the alteration of the Company’s current financial year end.

Item 3: Effective Date of the Transaction

The effective date of the transaction is determined to be March 2, 2021.

Item 4: Names of Each Party that Ceased to be a Reporting Issuer Subsequent to the Transaction and Each Continuing Entity

Not applicable.

• Item 5: Date of the Reporting Issuer's First Financial Year-End Subsequent to the Transaction

The Company's next financial year-end is December 31, 2021.

• Item 6: Periods of the Interim and Annual Financial Statements Required to be Filed for the Reporting Issuer's First Financial Year Subsequent to the Transaction

The Company’s filings that will occur subsequent to the transaction are as follows:

Financial Statements	Period Ended	Comparative Period Ended
Interim	March 31, 2021	March 31, 2020
Interim	June 31, 2021	June 31, 2020
Interim	September 30, 2021	September 30, 2020
Al		December 31, 2020
nnua	December 31, 2021

Item 7: Documents Filed Under this Instrument Describing the Transaction

News release filed on March 3, 2021.

Material Change Report filed on March 12, 2021.

TSX Venture Exchange Filing Statement filed on February 18, 2021.

DATED this 12th day of March

SILVERTON METALS CORP.

“John Theobald”

Per: _________________________ John Theobald , CEO