Silver47 Exploration Corp. — M&A Activity 2025

Aug 6, 2025

FORM 51-102F3

MATERIAL CHANGE REPORT

1. Name and Address of Company

Silver47 Exploration Corp. (the “Company” or “Silver47”)
918 - 1030 West Georgia Street
Vancouver, British Columbia
V6E 2Y3

1. Date of Material Change

August 1, 2025.

1. News Release

A news release disclosing the material change issued by the Company on August 1, 2025 was disseminated through Newsfile Corp. and subsequently filed under the Company’s profile on SEDAR+ at www.sedarplus.ca.

1. Summary of Material Change

On August 1, 2025, the Company announced the completion of the court-approved plan of arrangement under the Business Corporations Act (British Columbia) on August 1, 2025, pursuant to which Silver47 acquired (the “Transaction”) all of the issued and outstanding common shares (the “Summa Shares”) of Summa Silver Corp. (“Summa”).

5.1 Full Description of Material Change

On August 1, 2025, the Company announced the completion of the Transaction. The combined company continued under the name "Silver47 Exploration Corp.".

Under the terms of the Transaction, the Summa shareholders received 0.452 common shares of Silver47 (each whole share, a "Silver47 Share") in exchange for each Summa Share held (the "Exchange Ratio").

As a result of the Transaction, Summa became a wholly-owned subsidiary of Silver47 and the Summa Shares were delisted from the TSX Venture Exchange at market close on August 5, 2025. Following the delisting, Summa intends to apply to cease to be a reporting issuer under applicable Canadian securities laws.

Silver47 will be led by Gary R. Thompson as Executive Chairman, Galen McNamara as Chief Executive Officer and Martin Bajic as Chief Financial Officer. Galen McNamara and Thomas O'Neill were appointed to Silver47's board of directors, joining Gary R. Thompson and Ryan Goodman.

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Prior to the completion of the Transaction, the 27,600,000 subscription receipts issued by Summa pursuant to its previously announced subscription receipt financing (the "Subscription Receipt Financing") automatically converted into units of Summa, which units have been exchanged, adjusted, or converted into securities of Silver47 at the Exchange Ratio, resulting in the issuance of an aggregate of 12,475,400 Silver47 Shares, and warrants entitling the holders to acquire an additional 6,237,600 Silver47 Shares at an exercise price of $0.796 per Silver47 Share. The Subscription Receipt Financing was led by Research Capital Corporation, as co-lead agent and sole bookrunner, and together with Haywood Securities Inc., as co-lead agent, on behalf of a syndicate of agents, including Eventus Capital Corp.

Upon the closing of the Transaction, Haywood Securities Inc. and Eventus Capital Corp. were each issued 723,325 units of Silver47 (the "Advisory Units") in consideration of financial advisory services provided to Silver47 and Summa, respectively, in connection with the Transaction. The Advisory Units were issued at a deemed price of $0.553 per unit.

Each Advisory Unit is comprised of one Silver47 Share and one-half of one Silver47 share purchase warrant with each whole warrant exercisable to acquire one Silver47 Share at an exercise price of $0.796 for a period of 24 months from issuance.

Pursuant to the Transaction, each Summa option (a "Summa Option"), whether vested or unvested, was transferred to Silver47, with the holder thereof receiving as consideration an option to purchase from Silver47 such number of Silver47 Shares equal to the Exchange Ratio multiplied by the number of Summa Shares subject to the Summa Option, at an exercise price per Silver47 Share equal to the current Summa Option exercise price divided by the Exchange Ratio, exercisable until the original expiry date of such Summa Option and otherwise governed by the terms of the Summa stock option plan.

Pursuant to the Transaction, each Summa warrant to purchase common shares (a "Summa Warrant") will, upon the exercise of such rights, entitle the holder thereof to be issued and receive for the same aggregate consideration, upon such exercise, in lieu of the number of Summa Shares to which such holder was theretofore entitled upon exercise of such Summa Warrants, the kind and aggregate number of Silver47 Shares that such holder would have been entitled to be issued and receive if, immediately prior to the effective time of the Transaction, such holder had been the registered holder of the number of Summa Shares to which such holder was theretofore entitled upon exercise of such Summa Warrants. All other terms governing the warrants, including, but not limited to, the expiry date, exercise price and the conditions to and the manner of exercise, will be the same as the terms that were in effect immediately prior to the effective time of the Transaction, and shall be governed by the terms of the applicable warrant instruments.

5.2 Disclosure for Restructuring Transactions

Not Applicable.

6. Reliance on Section 7.1(2) of National Instrument 51-102

Not Applicable.

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1. Omitted Information

Not Applicable.

1. Executive Officer

The name and business number of the executive officer of the Company who is knowledgeable about the material change and this report is:

Martin Bajic, Chief Financial Officer
Tel: 604-551-6770

1. Date of Report

August 6, 2025.