SILVER MINES LIMITED — Major Shareholding Notification 2014

Jan 22, 2014

						605	page 1/2	15 July 2001
Form 605
Corporations Act 2001 Section 671B
Notice of ceasing to be a substantial holder
	To Company Name/Scheme	SILVER MINES LIMITED
ACN/ARSN	107 452 942
1. Details of substantial holder (1)
Name	Bergen Global Opportunity Fund II, LLC, Bergen Global Opportunity Fund, LP, Bergen Asset Management, LLC and Eugene Tablis (together, "Bergen")
ACN/ARSN (if applicable)		NIA
The holder ceased to be a substantial holder on
21/01/2014 23/12/2013 The previous notice was given to the company on The previous notice was dated 23/12/2013
	2. Changes in relevant interests
							Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) in voting securities of the
company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:
	Date of change	Person whose relevant interest	Nature of change (4)		Consideration given in relation to	Class (6) and number of	Person's voted affected
		changed			change (5)	securities affected
		See Appendix 1
	3. Changes in association
The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
Name and ACN/ARSN (if applicable) ż.					Nature of association
N/A						$\hat{\mathbf{v}}$
4. Addresses
		The addresses of persons named in this form are as follows:
	Name Bergen			Address 400 Madison Avenue, Suite 16A, New York, NY 10017 USA
Signature
	print name	Cory Burns			capacity	CFO/COO
sign here f 10 0					date	23/01/2014

$\mathcal{F}_{\rm eff}$

$\sim$ $\sim$

12124862223

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605 page 2/2 15 July 2001

DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the
  manager and trustee of an equity trust), the names could be included in an are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 4 of the form.
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(2)$
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(3)$
• Include details of: $(4)$
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) $(a)$ applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
• any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal $(b)$ of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired $(5)$ has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
• (6) The voting shares of a company constitute one class unless divided into separate classes.
• (7) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

Appendix 1

Date of change	Person whose relevant interest changed	Nature of change (4)	Consideration given In relation to change (5)	Class (6) and number of securities affected	Person's votes affected
23/12/2013	Bergen	Sell	\$3,775.00	550,000	550,000
24/12/2013	Bergen	Sell	\$2,465.01	362,859	362,859
27/12/2013	Bergen	Sell	\$3,425.00	500,000	500,000
30/12/2013	Bergen	Sell	\$534.99	87,141	87,141
20/01/2014	Bergen	Sell	\$3,825.00	650,000	650,000
21/01/2014	Bergen	Sell	\$15,823.49	2,649,748	2,649,748