Meridian Mining — Capital/Financing Update 2023

Apr 24, 2023

Meridian Mining UK Societas

Bought Deal Public Offering of Common Shares

Term Sheet

April 24, 2023

A prospectus supplement containing important information relating to the securities described in this document will be filed with the securities regulatory authorities in the provinces of British Columbia, Alberta and Ontario.

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 the provinces of British Columbia, Alberta and Ontario. A copy of the final 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 and may be obtained upon request in Canada by contacting Beacon Securities Limited or Raymond James Ltd. This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the final base shelf prospectus, any amendment and any applicable shelf prospectus supplement for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

These securities have not been, and will not be, registered under the 1933 Act, or any U.S. state securities laws. Accordingly, these securities may not be offered, sold or delivered, directly or indirectly, in the United States except pursuant to an exemption from the registration requirements of the 1933 Act and applicable U.S. state securities laws.

Issuer: Meridian Mining UK Societas (the "Company").

Offering: 32,000,000 common shares (the "Offered Shares") in the capital of the Company.

Offering Price: $0.50 per Offered Share (the "Issue Price").

Gross Proceeds: $16,000,000.

Over-Allotment Option: The Company has granted the Underwriters an option (the "Over-Allotment Option"), exercisable, in whole or in part, at any time and from time to time up to 30 days following the Closing Date (as defined below), to purchase up to an additional number of Offered Shares (the "Additional Shares") equal to 15% of the number of Offered Shares sold pursuant to the Offering at a price per Additional Share equal to the Issue Price to cover over-allotments, if any, and for market stabilization purposes.

Use of Proceeds: The Company intends to use the net proceeds to advance the Cabacal project towards pre-feasibility and continue exploration on the property, working capital and general corporate purposes.

Form of Offering: Bought deal offering, by way of a prospectus supplement to the Company's base shelf prospectus dated February 24, 2023, in British Columbia, Alberta and Ontario, and by way of private placement to eligible substituted purchasers resident in jurisdictions other than Canada that are mutually agreed to by the Company and the Co-Lead Underwriters (as defined herein).

The Offered Shares may also be offered and sold in the United States to "qualified institutional buyers" (as defined in Rule 144A ("Rule 144A") under the United States Securities Act of 1933, as amended (the "1933 Act")), and to a limited number of "accredited investors" (as defined in Rule 501(a) of Regulation D under the 1933 Act), in each case by way of private placement pursuant to available exemptions from the registration requirements of the 1933 Act and applicable U.S. state securities laws.

Eligibility: The Offered Shares will be eligible for investment under certain statutes as well as for RRSPs, RRIFs, RESPs, DPSPs and TFSAs.

Listing: The Company shall obtain the necessary approvals to list the Offered Shares and the common shares underlying the Compensation Options (as defined below) under the Company's trading symbol "MNO" on the Toronto Stock Exchange, which listing shall be conditionally approved prior to the Closing Date.

Co-Bookrunners: Beacon Securities Limited and Raymond James Ltd. (the "Co-Lead Underwriters"), each on its own behalf of a syndicate of underwriters (the "Underwriters")

BEACON

RAYMOND JAMES

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Meridian Mining UK Societas

Bought Deal Public Offering of Common Shares

Term Sheet

April 24, 2023

Underwriter's Compensation:
6.0% cash fee (reduced to 3.0% in connection with Offered Shares purchased by certain investors); and
6.0% compensation options ("Compensation Options") (reduced to 3.0% in connection with Offered Shares purchased by certain investors), exercisable for common shares at the Issue Price for 24 months from the Closing Date.

Closing Date:
On or about May 2, 2023.

BEACON

RAYMOND JAMES