Silver Bear Announces Amendment to its Loan Agreement

TORONTO–(BUSINESS WIRE)–Silver Bear Resources Plc (“Silver Bear” or the “Company”) (TSX: SBR) announces that effective January 1, 2022, it has amended its existing loan agreement (the “Loan agreement”) between the Company’s wholly owned subsidiary, Joint Stock Company Prognoz, and SKA Assets Management Limited (“SKA Assets”) regarding a loan with a principal amount of 750,000,000 rubles (equivalent to approximately C$12,825,000 based on an exchange rate of 0.0171) by extending the loan maturity date to December 31 2021 to December 31, 2022 and increasing the loan interest rate from 8.27% per annum to 10.27% per annum from January 1, 2022 (“SKA loan modification”). All other provisions of the Loan Agreement will remain unchanged.

The SKA Loan Amendment has been conditionally approved by the Toronto Stock Exchange (“TSX”). SKA Assets is indirectly owned by Sergey Kolesnikov, who in turn is the majority shareholder of Inflection Management Corporation Limited (“Inflection), majority shareholder of Silver Bear.

Vadim Ilchuk, President and CEO, said: “We thank Inflection for their continued support of the Mangazeisky Money Project. The SKA loan amendment provides the company with the bridge financing needed to complete the flotation upgrade to process primary sulphide ores and solidify its cash position in anticipation of the upcoming heavy purchase of winter roads . The flotation upgrade is needed as the Company prepares to mine the deeper pit and then move to Mangazeisky North which consists mainly of refractory ores, as well as further underground developments at Vertikalny and other deposits that the Company may discover in the region. During this time, the company will continue to explore potential contiguous silver and gold resources.

SKA loan modification is a “related party transaction” under Multilateral Instrument 61-101 – Protection of holders of minority securities in special transactions (“MI 61-101”) because Inflection is a related party of the Company, as its main shareholder. Pursuant to section 5.7(1)(f) of NI 61-101, the Company is exempt from the requirement to obtain minority shareholder approval for the SKA loan modification due to the fact that the loan modification has been obtained from a related party on reasonable commercial terms that are no less advantageous to the Company than if such loan had been obtained through an arm’s length lender having no equity or of voting rights. The Company will file a material change report with respect to the SKA loan modification. However, the material change report will be filed less than 21 days prior to the execution of the SKA loan modification, which is consistent with market practice and which the Company believes is reasonable in the circumstances.

About the Silver Bear

Silver Bear (TSX: SBR) is focused on developing its wholly-owned Mangazeisky silver project, covering a license area of ​​approximately 570 km2 which includes the high-grade Vertikalny deposit (among the highest-grade silver deposits in the world), located 400 km north of Yakutsk in the Republic of Sakha within the Russian Federation. In April 2018, the Company reached its first silver production following commissioning activities and on July 1, 2019, the Company reached full commercial production. Additional information relating to Silver Bear is available on SEDAR at www.sedar.com and on the Company’s website at www.silverbearresources.com.

Cautionary Notes

This release and subsequent oral statements made by and on behalf of the Company may contain forward-looking statements that reflect management’s expectations. Where possible, words such as “intends”, “expects”, “plans”, “estimates”, “anticipates”, “believes” and similar expressions or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or will be realized, have been used to identify these forward-looking statements. Although the forward-looking statements contained in this press release reflect the current beliefs of management based on information currently available to management and based on what management considers to be reasonable assumptions, the Company cannot be certain that the results actual results will be consistent with these forward-looking statements. A number of factors could cause events and achievements to differ materially from the results expressed or implied by the forward-looking statements. These risk factors include, but are not limited to, the risk factors identified by the Company in its continuous disclosure documents filed from time to time on SEDAR. These factors should be carefully considered and potential investors should not place undue reliance on forward-looking statements. Forward-looking statements necessarily involve important known and unknown risks, assumptions and uncertainties that may cause the actual results, events, prospects and opportunities of the Company to differ materially from those expressed or implied by such forward-looking statements. Although the Company has attempted to identify important risks and factors that could cause actual actions, events or results to differ materially from those described in the forward-looking statements, there may be other factors and risks that so that actions, events or results are not as anticipated, estimated or anticipated. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, potential investors should not place undue reliance on forward-looking statements. These forward-looking statements are made as of the date of this release, and the Company undertakes no obligation to update or revise them to reflect new events or circumstances, except as otherwise required by law.

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