SILVER MINES LIMITED — Capital/Financing Update 2021

Feb 23, 2021

Level 11, 52 Phillip St Sydney NSW 2000 P: +61 2 8316 3997 F: +61 2 8316 3999 Info@silvermines.com.au www.silvermines.com.au

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24[th] February 2021

Company Announcement Officer ASX Limited Exchange Centre 20 Bridge Street SYDNEY NSW 2000

Update of Sale of Webbs and Conrad Projects

Silver Mines Limited (ASX:SVL) (“ Silver Mines ”) is pleased to announce it has reached further agreement with Thomson Resources Limited (ASX:TMZ) (“ Thomson Resources ”) to amend the Share Sale and Purchase Agreements for the sale of the Webbs and Conrad Projects (“ Agreements ”) as announced 27[th] January 2021 (“ Sale ”).

The amended consideration for the Sale will comprise the following;

• (a) a non-refundable payment of A$750,000 to be paid to Silver Mines upon signing of the amended Agreements (paid);

• (b) a payment equivalent to the cash rehabilitation bonds in place at completion and the replacement of any non-cash rehabilitation bonds (currently, the aggregate of both types of rehabilitation bonds is approximately $269,000);

• (c) share consideration of 70,000,000 fully paid ordinary shares and 50 million options in Thomson Resources of which;

• (i) 35 million shares (“Tranche 1”) will be issued to Silver Mines upon satisfaction or waiver of conditions precedent to completion (escrowed until Thomson Resources shareholder approval is obtained for Tranche 2);

• (ii) 35 million shares will be issued to Silver Mines subject to Thomson Resources shareholder approval (6-month escrow from date of issue) (“Tranche 2”);

• (iii) 50 million options will be issued to Silver Mines with a vesting date 6 months from the date of issue, an exercise price of $0.124 per option and an expiry date of 3 years from the date of issue (“TMZ Options”). The TMZ Options will be issued subject to Thomson Resources shareholder approval;

• (d) if shareholder approval is not obtained the Agreements provide for the acquisition to be unwound; and

• (e) Silver Mines will no longer provide a nominee to the board of Thomson Resources.

Further information can be viewed in the Thomson Resources ASX release of today’s date and dated 27[th] January 2021.

Silver Mines Limited ABN: 45 107 452 942

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This document has been authorised for release to the ASX by the Company’s Managing Director, Mr Anthony McClure.

Further information:

Anthony McClure Managing Director Silver Mines Limited +61 2 8316 3997

Luke Forrestal Associate Director M+C Partners +61 411 479 144

Silver Mines Limited ABN: 45 107 452 942

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