Acquisition Terms

In November 2020, Aftermath Silver and SSRM agreed to a total consideration for Berenguela of US$13,000,000 made in staged cash payments, C$3,000,000 in Aftermath Silver common shares, and a sliding scale net smelter returns royalty (“NSR”) (See summary below.) In October 2021, EMX Royalty Corporation ("EMX") closed the purchase of both the Berenguela cash payments owed by Aftermath and the NSR from SSRM; hence, future project related payments owed by Aftermath will be made to EMX. SSRM still owns the Berenguela project.

  1. US$1,000,000 deposit, to be paid withing 48 hours of signing the LOI [(paid)];
  2. US$1,000,000 cash on the closing date of the proposed transaction and C$3,000,000 in Aftermath common shares, using the volume weighted average share price five (5) trading days prior to the date of signing the acquisition agreement, capped a maximum 9.9% of Aftermath’s issued and outstanding shares, with the remainder, if any, to be paid in cash;
  3. US$2,250,000 cash to be paid on the 12-month anniversary date of closing;
  4. US$2,500,000 cash to be paid on the 24-month anniversary date of closing;
  5. US$3,000,000 cash to be paid on the 48-month anniversary date of closing;
  6. Completion of a Preliminary Feasibility Study (“PFS”) and filing on SEDAR of a NI 43-101 technical report summarising the PFS, within 48 months of the anniversary date of closing;
  7. US$3,250,000 cash to be paid on the 72-month anniversary date of closing;
  8. A sliding scale net smelter returns royalty (“NSR”) on all mineral production from the Berenguela Project for the life of mine commencing at the declaration of commercial production, based on the following:
    1. 1.0% NSR, on all mineral production when the Silver Market Price is up to and including US$25/ounce; and
    2. 1.25% NSR on all mineral production when the Silver Market Price is over US$25/ounce and when the Copper Market Price is above $2.00/lb.

Closing of the acquisition is subject to Aftermath Silver and SSRM having executed and delivered the acquisition agreement, SSRM having reacquired a 100% direct and indirect interest in SOMINBESA, the owner of the Project, from Valor Resources Limited (“Valor”), the approval of the TSX Venture Exchange and certain other customary closing conditions.