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Silver Elephant Mining Corp. Capital/Financing Update 2025

Dec 29, 2025

43875_rns_2025-12-29_83ebef70-91b1-489c-8f2d-d3c6e6d71a92.pdf

Capital/Financing Update

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FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1. Name and Address of Company

Silver Elephant Mining Corp. (the “Company”)
Suite 1008 – 409 Granville Street
Vancouver, BC V6C 1T2

Item 2. Date of Material Change

December 29, 2025

Item 3. News Release

A news release was issued and disseminated through the services of Newsfile Corp. on December 29, 2025 and subsequently filed on SEDAR+.

Item 4. Summary of Material Change

The Company announces that, further to its news releases dated December 2, 2025 and December 12, 2025, it has closed the second and final tranche of its non-brokered private placement (the “Private Placement”) raising gross proceeds of $85,000 through the sale of 340,000 units (the “Units”) at a price of $0.25 per Unit. Each Unit consists of one common share of the Company (a “Share”) and one share purchase warrant (a “Warrant”) with each warrant entitling the holder to purchase one additional Share at a price of $0.30 per Share for a period of three years from issuance.

Item 5. Full Description of Material Change

The Company announces that, further to its news releases dated December 2, 2025 and December 12, 2025, it has closed the second and final tranche of its non-brokered private placement (the “Private Placement”) raising gross proceeds of $85,000 through the sale of 340,000 units (the “Units”) at a price of $0.25 per Unit. Each Unit consists of one common share of the Company (a “Share”) and one share purchase warrant (a “Warrant”) with each warrant entitling the holder to purchase one additional Share at a price of $0.30 per Share for a period of three years from issuance.

John Lee, a Director of the Company subscribed for 340,000 Units for gross proceeds of $85,000. The issuance of Units to Mr. Lee is considered a related party transaction within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company relied on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(a) of MI 61-101 on the basis that Mr. Lee’s participation in the Private Placement did not exceed 25% of the fair market value of the Company’s market capitalization. The Company will file a material change report in respect of the related party transaction.

The securities issued under the Private Placement will be subject to a regulatory hold period of four months plus one day from the date of issue. Proceeds of the Private Placement are expected to be used for general corporate purposes.


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
John Lee
Chief Executive Officer
Telephone: 1.877.664.2535

Item 9. Date of Report
December 29, 2025