Silver X Mining Corp. — Capital/Financing Update 2022

Oct 26, 2022

Form 51-102F3 Material Change Report

Item 1 Name and Address of Company

Silver X Mining Corp. (" Silver X " or the " Company ") Suite 1430 - 800 West Pender Street Vancouver, British Columbia V6C 2V6

Item 2

Date of Material Change

October 20, 2022 and October 21, 2022

Item 3 News Release

News releases dated October 20, 2022 and October 21, 2022 were disseminated to the TSX Venture Exchange and through various other approved public media and filed on SEDAR with the securities commissions of British Columbia and Alberta.

Item 4 Summary of Material Change

The Company announced that further to its press releases of October 14, 2022 and October 20, 2022, the Company has closed the first tranche of its previously announced non-brokered private placement offering (the " Offering ") with the placement of 8,648,254 units (the " Units ") at a price of $0.22 per Unit for a gross proceeds of $1,902,616.06. The Company is also pleased to announce that it intends to upsize the Offering. The upsized Offering is expected to be for aggregate gross proceeds of up to $3,000,000 through the sale of up to 13,636,363 Units at a price of $0.22 per Unit.

Item 5 Full Description of Material Change

5.1 Full Description of Material Change

The Company announced that further to its press releases of October 14, 2022 and October 20, 2022, the Company has closed the first tranche of its previously announced non-brokered private placement Offering with the placement of 8,648,254 Units at a price of $0.22 per Unit for a gross proceeds of $1,902,616.06. The Company is also pleased to announce that it intends to upsize the Offering. The upsized Offering is expected to be for aggregate gross proceeds of up to $3,000,000 through the sale of up to 13,636,363 Units at a price of $0.22 per Unit.

Each Unit consists of one common share of the Company (a " Common Share ") and one-half (1/2) of one Common Share purchase warrant (each whole Common Share Purchase Warrant, a " Warrant "). Each Warrant will entitle the holder to purchase one Common Share at a price of $0.33 for a period expiring two years following the closing date of the Offering (the " Closing ").

Proceeds of the Offering will be used for the continuation of the drilling program of the gold exploration targets around the Tangana project, for the advancing of the resource update on the Plata project, for working capital, and general corporate purposes.

An insider of the Company participated for approximately $25,000 worth of Units in the first tranche of the Offering. The participation by the insider of the Company in the

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Offering constitutes a related party transactions within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (" MI 61-101 "). Such participation is exempt from the formal valuation and minority shareholder approval requirements in sections 5.5(a) and 5.7(1)(a), as neither the fair market value of the securities issued, nor the fair market value of the consideration for the securities issued exceeds 25% of the Company's market capitalization as calculated in accordance with MI 61-101. This material change report in connection with the Offering has been filed less than 21 days before the Closing of the Offering. This shorter period was reasonable and necessary in the circumstances as the Company wished to complete the Offering in a timely manner.

All securities issued and issuable in connection with the first tranche Closing of the Offering are subject to a statutory hold period expiring on February 21, 2023. The closing of the second tranche is expected shortly as subscriptions are received. Closing of the Offering is subject to receipt of all necessary regulatory approvals including final acceptance of the TSX Venture Exchange.

Under the first tranche of the Private Placement, the Company paid fees to eligible finders consisting of: (i) $59,736.60; and (ii) 271,530 finder warrants (the " Finder Warrants "), each Finder Warrant exercisable into one Common Share at a price of $0.33 until October 20, 2024.

This material change report does not constitute an offer to sell or solicitation of an offer to sell any securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the " U.S. Securities Act ") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

5.2 Disclosure for Restructuring Transactions

Not applicable

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

The following senior officer of the Company is knowledgeable about the material change and this Material Change Report and may be contacted:

Ronald Marino Chief Financial Officer Tel: 604 638-8063 r.marino@silverxmining.com

Item 9

Date of Report

October 26, 2022

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