SILVER STORM MINING LTD.

(FORMERLY GOLDEN TAG RESOURCES LTD.)

INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS -

QUARTERLY HIGHLIGHTS

THREE AND TWELVE MONTHS ENDED DECEMBER 31, 2023

(EXPRESSED IN CANADIAN DOLLARS)

Silver Storm Mining Ltd. (formerly Golden Tag Resources Ltd.)

Interim Management's Discussion & Analysis - Quarterly Highlights

Three and Twelve Months Ended December 31, 2023

Dated: February 29, 2024

The following interim Management's Discussion and Analysis ("Interim MD&A") of Silver Storm Mining Ltd. (formerly Golden Tag Resources Ltd.) (the "Company" or "Silver Storm") for the three and twelve months ended December 31, 2023 has been prepared to provide material updates to the business operations, liquidity and capital resources of the Company since its last annual management discussion & analysis, being the Management's Discussion & Analysis ("Annual MD&A") for the year ended December 31, 2022. This Interim MD&A does not provide a general update to the Annual MD&A, or reflect any non-material events since the date of the Annual MD&A.

This Interim MD&A has been prepared in compliance with section 2.2.1 of Form 51-102F1, in accordance with National Instrument 51-102 - Continuous Disclosure Obligations. This discussion should be read in conjunction with the Annual MD&A, audited annual consolidated financial statements of the Company for the year ended December 31, 2022 and year ended December 31, 2021, together with the notes thereto, and unaudited condensed interim consolidated financial statements of the Company for the three and twelve months ended December 31, 2023, together with the notes thereto. Results are reported in Canadian dollars, unless otherwise noted. The Company's unaudited condensed interim consolidated financial statements and the financial information contained in this Interim MD&A are prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board and interpretations of the IFRS Interpretations Committee. The unaudited condensed interim consolidated financial statements have been prepared in accordance with International Standard 34, Interim Financial Reporting. Accordingly, information contained herein is presented as of February 29, 2024, unless otherwise indicated.

For the purposes of preparing this Interim MD&A, management, in conjunction with the Board of Directors (the "Board"), considers the materiality of information. Information is considered material if: (i) such information results in, or would reasonably be expected to result in, a significant change in the market price or value of the Company common shares; (ii) there is a substantial likelihood that a reasonable investor would consider it important in making an investment decision; or (iii) it would significantly alter the total mix of information available to investors. Management, in conjunction with the Board, evaluates materiality with reference to all relevant circumstances, including potential market sensitivity.

Further information about the Company and its operations is available on the Company's website at www.silverstorm.ca or on SEDAR+ at www.sedarplus.ca.

This Interim MD&A contains forward-looking information as further described in the "Cautionary Note Regarding Forward-Looking Statements" at the end of this Interim MD&A. Please also make reference to those risk factors identified or otherwise indirectly referenced in the "Risks and Uncertainties" section below.

Description of Business and Nature of Operations

The Company is incorporated under the Canada Business Corporations Act and is in the process of exploring its mineral properties and has not yet determined whether those properties contain ore reserves that are economically recoverable. The address of the Company's registered office and its principal place of business are 22 Adelaide Street West, Suite 2020, Bay Adelaide Centre, Toronto, Ontario, Canada. The Company's shares are listed on the TSX Venture Exchange ("TSXV"), trading under the symbol "SVRS", on the OTCQB Venture Market, trading under the symbol "SVRSF" and on the Frankfurt Stock Exchange, trading under the symbol "SVR".

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Silver Storm Mining Ltd. (formerly Golden Tag Resources Ltd.)

Interim Management's Discussion & Analysis - Quarterly Highlights

Three and Twelve Months Ended December 31, 2023

Dated: February 29, 2024

The Company is focused on advanced stage silver projects located in Durango, Mexico. On August 14, 2023, Silver Storm completed the acquisition of the La Parrilla Silver Mine Complex ("La Parilla"), a prolific complex which is comprised of five underground mines and a past producing open pit that collectively produced 34.3 million silver-equivalent ounces between 2005 and 20191.

The Company also holds a 100% interest in the San Diego Project. The San Diego property is among the largest undeveloped silver assets in Mexico and is located within the prolific Velardeña Mining District. Velardeña hosts several mines having produced silver, zinc, lead and gold for over 100 years.

Effective in 2023, the Company changed its financial year-end from December 31 to March 31, 2024 to better align its financial reporting and tax planning with its business planning. The change in year-end resulted in the Company's filing a one-time,fifteen-month transition year covering the period of January 1, 2023 to March 31, 2024.

Financial and Operating Highlights

Corporate

On December 7, 2022, the Company entered into a definitive asset purchase agreement with First Majestic Silver Corp. ("FMS") to acquire a 100% interest in La Parilla in the locality of San Jose de la Parilla, Durango, Mexico (the "Transaction"). Refer to the heading "Definitive Asset Purchase Agreement" below for more details.

On March 30, 2023, the Company announced that it closed the first tranche of a non-brokered private placement of subscription receipts. The gross proceeds received under the first tranche combined with those to be received pursuant to subscription commitments secured by the Company will result in aggregate gross proceeds of $5.7 million.

On April 14, 2023, the Company announced that it closed a second tranche of the non-brokered private placement of subscription receipts. The gross proceeds received under the second tranche combined with those to be received pursuant to subscription commitments secured by the Company will result in aggregate gross proceeds of $1.19 million.

On May 30, 2023, the Company announced that it received approval from Mexico's antitrust agency, the Comision Federal de Competencia Economica ("COFECE") on May 25, 2023 for the Transaction.

In addition, the Company and FMS have amended the Transaction to reduce the Company's minimum required financing to $7.2 million from $9 million. The Company has closed on two tranches of its non- brokered private placement financing with aggregate subscription receipts totaling $6.9 million.

  • Per historic operating data filed by FMS on an annual basis on SEDAR+ at www.sedarplus.caand as published in the Independent Technical Report for the La Parrilla Silver Mine, Durango State, Mexico, prepared by SRK Consulting, dated August 10, 2023.

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Silver Storm Mining Ltd. (formerly Golden Tag Resources Ltd.)

Interim Management's Discussion & Analysis - Quarterly Highlights

Three and Twelve Months Ended December 31, 2023

Dated: February 29, 2024

The Mexican Senate recently approved reforms to the mining laws, which became effective on May 9, 2023, however the implementing regulations are still outstanding. The Company and FMS are monitoring this development in the context of the Transaction.

On August 14, 2023, the Company announced that it completed the acquisition of La Parrilla. In approving the Transaction, the Company received written consents from a majority of shareholders approving the creation of FMS as a new Control Person (as such term is defined under the policies of the TSXV). In a further amendment to the Asset Purchase Agreement, the Company and FMS agreed to reduce the Company's minimum required financing to $6.8 million.

Concurrent with the closing of the Transaction, the Company completed its non-brokered private placement of subscription receipts raising gross proceeds of $7.1 million. The subscription receipts were exchanged for one common share of the company and one-half of one common share purchase warrant.

During the twelve months ended December 31, 2023, 1,500,000 stock options at an exercise price of $0.08 were exercised for gross proceeds of $120,000.

On February 8, 2024, 3,583,335 warrants with an exercise price of $0.40 and 140,000 warrants with an exercise price of $0.25 expired unexercised.

On February 28, 2024, 2,916,665 warrants with an exercise price of $0.40 and 28,000 warrants with an exercise price of $0.25 expired unexercised.

Trends and Economic Conditions

Management regularly monitors economic conditions, estimates their impact on the Company's operations and incorporates these estimates in both short-term operating and longer-term strategic decisions.

Apart from these and the risk factors described under the heading "Risks and Uncertainties", management is not aware of any other trends, commitments, events or uncertainties that would have a material effect on the Company's business, financial condition or results of operations.

See "Cautionary Note Regarding Forward-Looking Statements" below.

Outlook

The Company intends to conduct exploration activities at La Parrilla aimed at extending and improving the confidence in the Mineral Resource domains and to delineate additional Mineral Resources. The Company intends to continue exploring the San Diego property in Durango State, Mexico as well as to evaluate potential synergies with La Parrilla. In addition, management will review project submissions, and conduct independent research, to identify projects in such jurisdictions and commodities as it may consider attractive and may consider or seek a transaction or investment with the owner of such project.

There is no assurance that funding, including equity capital, will be available to the Company in the future in the amounts or at the times desired or on terms that are acceptable to the Company, if at all. See "Risks and Uncertainties" below.

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Silver Storm Mining Ltd. (formerly Golden Tag Resources Ltd.)

Interim Management's Discussion & Analysis - Quarterly Highlights

Three and Twelve Months Ended December 31, 2023

Dated: February 29, 2024

Financial Highlights

Three months ended December 31, 2023 compared with three months ended December 31, 2022

The Company's net loss totaled $3,135,697 for the three months ended December 31, 2023, with basic and diluted loss per share of $0.01. This compares with a net loss of $506,039 with basic and diluted loss per share of $0.00 for the three months ended December 31, 2022. The Company had no revenue in both periods presented. The increase in net loss was principally due to:

  • Mineral property expenses of $2,414,380 for the three months ended December 31, 2023, is higher than mineral property expenses of $15,930 for the three months ended December 31, 2022. The increase in due to the acquisition of La Parrilla on August 14, 2023. Refer to the heading "Mineral Exploration Properties" below for a summary of the Company's exploration expenditures.
  • Professional fees increased in the three months ended December 31, 2023, to $84,500 compared with $28,004 for the same period in 2022, primarily due to higher corporate activity requiring external professional support services.
  • Unrealized gain on change in fair value of marketable securities decreased in the three months ended December 31, 2023, to $7,000 compared with an unrealized gain of $10,500 for the same period in 2022. The decrease in unrealized gain was due to the change in fair value of marketable securities.
  • All other expenses related to general working capital purposes.

Twelve months ended December 31, 2023 compared with twelve months ended December 31, 2022

The Company's net loss totaled $16,371,011 for the twelve months ended December 31, 2023, with basic and diluted loss per share of $0.06. This compares with a net loss of $2,879,476 with basic and diluted loss per share of $0.01 for the twelve months ended December 31, 2022. The Company had no revenue in both periods presented. The increase in net loss was principally due to:

  • Mineral property expenses of $13,032,871 for the twelve months ended December 31, 2023, is higher than mineral property expenses of $1,148,146 for the twelve months ended December 31, 2022. The increase in due to the acquisition of La Parrilla on August 14, 2023. Refer to the heading "Liquidity and Capital Resources" below for a summary of the Company's exploration expenditures.
  • Professional fees increased in the twelve months ended December 31, 2023, to $553,172 compared with $339,951 for the same period in 2022, primarily due to higher corporate activity requiring external professional support services.
  • Costs related to the acquisition of La Parrilla increased in the twelve months ended December 31, 2023, to $621,866 compared with $nil for the same period in 2022, due to the acquisition of La Parilla on August 14, 2023.
    • 5 -

Silver Storm Mining Ltd. (formerly Golden Tag Resources Ltd.)

Interim Management's Discussion & Analysis - Quarterly Highlights

Three and Twelve Months Ended December 31, 2023

Dated: February 29, 2024

  • Unrealized loss on change in fair value of marketable securities increased in the twelve months ended December 31, 2023, to $14,000 compared with an unrealized loss of $nil for the same period in 2022. The increase in unrealized loss was due to the change in fair value of marketable securities.
  • All other expenses related to general working capital purposes.

All other expenses related to general working capital purposes.

The Company's total current assets as of December 31, 2023 were $10,562,514 (December 31, 2022 - $7,094,233) against total current liabilities of $5,881,941 (December 31, 2022 - $441,481). The increase in total assets of $3,468,281 resulted from the acquisition of La Parrilla and cash proceeds of $7,078,522 from the private placement and $120,000 from the exercise of stock options which was offset from cash spent on exploration and evaluation expenditures and operating costs by cash proceeds. The Company has sufficient current assets to pay its existing current liabilities of $5,881,941 on December 31, 2023.

Liquidity and Capital Resources

The Company believes that its cash and cash equivalents of approximately $4.5 million as of December 31, 2023 is adequate to cover current expenditures and exploration expenses for the coming year.

On August 14, 2023, the Company completed its non-brokered private placement of subscription receipts raising gross proceeds of $7.1 million.

The Company may, from time to time, when marketing and financing conditions are favourable, seek additional financing to fund exploration and property acquisition projects. i

The Company has commenced evaluating strategic opportunities to add shareholder value through merger and acquisitions or by acquiring projects directly. The Company will focus primarily on silver projects and opportunities in the Americas; however, the Company may explore opportunities in other regions or with a focus on minerals other than or in addition to silver if advantageous to the Company. The activities of the Company are financed through the completion of equity transactions such as equity offerings and the exercise of stock options and warrants. There is no assurance that equity capital will be available to the Company in the future in the amounts or at the times desired or on terms that are acceptable to the Company, if at all. See "Risks and Uncertainties" below.

As of December 31, 2023, and to the date of this Interim MD&A, the cash resources of the Company are held with certain Canadian chartered banks.

Regardless of whether the Company discovers a significant silver deposit, its working capital of $4,680,573 as of December 31, 2023 is anticipated to be adequate for it to continue operations for the twelve-month period ending December 31, 2024.

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Silver Storm Mining Ltd. (formerly Golden Tag Resources Ltd.)

Interim Management's Discussion & Analysis - Quarterly Highlights

Three and Twelve Months Ended December 31, 2023

Dated: February 29, 2024

Cash Flows

As of December 31, 2023, the Company had cash and cash equivalents of $4,469,703. The decrease in cash and cash equivalents of $2,136,288 from the December 31, 2022 cash and cash equivalents balance of $6,605,991 was a result of cash outflows in operating activities of $8,886,963, cash outflows in investing activities of $68,206 and cash inflows in financing activities of $6,794,789.

Operating activities were affected by adjustments of depreciation and accretion of $516,158, foreign exchange of $20,684, mining property expenses of $9,578,060, unrealized loss on change in fair value of marketable securities of $14,000, remeasurement of right-of-use assets of $15,483, finance cost of $38,272, change in provision of $319,969 and net change in non-cash working capital balances of $2,977,210 because of an increase in sale taxes receivable of $4,103,827, an increase in prepaid expenses of $262,506, a decrease in inventories of $12,160, an increase in trade payables of $861,842 and an increase in balance due to First Majestic of $515,121.

Cash used in investing activities was $68,206 for the twelve months ended December 31, 2023. Investing activities were affected by the purchase of property, plant and equipment of $68,206.

Cash provided by financing activities was $6,794,789 for the twelve months ended December 31, 2023. Financing activities were affected by the proceeds from private placements of $7,078,522, proceeds from options exercised of $120,000 which was offset by share issue costs of $192,990, and lease obligation payments of $210,743.

Acquisition La Parrilla

On August 14, 2023, the Company completed its previously announced acquisition of FMS to acquire a 100% interest in the La Parrilla in the locality of San Jose de la Parrilla, Durango, Mexico (the "Transaction").

Under the terms of the Transaction, the Company funded the acquisition through:

  • the issuance of 143,673,684 common shares of Silver Storm (valued at $15,085,737 based on the closing price of August 14, 2023);
  • aggregate cash payments of $3,634,470 (approximately US$2.7 million) (unpaid as at September 30, 2023);
  • US$5.75 million when either (a) 5 million ounces of Ag.Eq reserves are declared from the La Parrilla claims, or (b) 22 million ounces of Ag.Eq of measured and indicated resources are declared, from the La Parrilla claims; and
  • US$5.05 million when a new zone is discovered on the La Parrilla claims inclusive of a NI 43-101 resource of 12.5 million ounces of Ag.Eq.

The Transaction does not constitute a business combination and there are no intangible assets identified that meet the recognition criteria under IFRS. The Transaction is accounted for as an equity-settled share- based payment transaction under IFRS 2.

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Silver Storm Mining Ltd. (formerly Golden Tag Resources Ltd.)

Interim Management's Discussion & Analysis - Quarterly Highlights

Three and Twelve Months Ended December 31, 2023

Dated: February 29, 2024

The Company will pay cash of US$10.8 million, as contingent consideration for the acquisition if certain milestones are met. Under IFRS, a Company makes a probabilistic estimate of the fair value of contingent consideration on the grant-date based on the probability of achieving each respective milestone. Based on management's assessment at the Transaction date, the probability of achieving the milestones is negligible, therefore, no fair value has been attributed to the contingently cash owing. The assessment is not reevaluated or remeasured at any reporting period or when the cash is paid.

The Company recorded a total of $621,866 in transaction costs to the unaudited condensed interim statement of loss and comprehensive loss related to the Transaction as outlined in the following purchase price acquisition.

The following table summarizes the total consideration paid and the fair value of the identifiable net assets assumed as of the date of acquisition:

Consideration paid

$

143,673,684 common shares

15,085,737

Cash payment

3,634,470

18,720,207

Less fair value of net assets:

$

Inventories

1,230,905

Prepaid expenses and other assets

33,491

Property, plant and equipment

13,580,348

Right-of-use assets

1,229,497

Deposits on long-term assets

97,731

Trade payables

(191,403)

Lease obligations

(1,229,497)

Decommissioning liabilities

(5,608,925)

Total fair value of net assets acquired

9,142,147

Mining property expenses

9,578,060

$

Transaction costs expensed

621,866

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Silver Storm Mining Ltd. (formerly Golden Tag Resources Ltd.)

Interim Management's Discussion & Analysis - Quarterly Highlights

Three and Twelve Months Ended December 31, 2023

Dated: February 29, 2024

Mineral Exploration Properties

Property Descriptions

La Parrilla Silver Mine Complex, Mexico:

On August 14, 2023, the Company completed its acquisition of a 100% interest in the La Parrilla Silver Mine Complex located in San Jose de la Parrilla, Durango, Mexico.

The property is located in Durango State, Mexico, approximately 76 kilometres ("km") southeast of the capital city of Durango and is comprised of 41 contiguous mining concessions, in good standing, covering 69,478 hectares. The property was acquired by FMS in 2004 and became their operating first silver mine. When placed on care and maintenance in September 2019, the complex hosted five underground mines surrounding the mill including Rosarios, La Rosa, San Jose, Quebradillas and San Marcos, as well as the Quebradillas open pit. The complex collectively produced 34.3 million silver-equivalent ounces between 2005 and 2019.

Mineralization occurs as vein and replacement deposits, the locations of which are structurally controlled by pre-existing faults, fractures, and bedding planes. Veins can be either open space filling, forming massive sulphide and breccia veins, or fault-related, consisting of matrix-supported breccias or gouge containing disseminated sulphides and oxides. The La Parrilla deposits contain primary sulphides. Due to supergene oxidation, the primary sulphides in the upper parts of some deposits have been altered.

The metallurgical processing plant at La Parrilla consists of parallel 1,000 tpd flotation and 1,000 tpd cyanidation leach circuits to treat both oxide and sulfide ores, for a total capacity of 2,000 tpd, using a conventional flowsheet. Both ore types are polymetallic containing silver as their principal economic component as well as significant amounts of lead and zinc, and minor amounts of gold. Oxide ore is processed by cyanide leaching to produce doré bars while sulphide ore is processed by differential flotation to produce a silver-rich lead concentrate and a zinc concentrate.

A Mineral Resource Estimate completed by SRK Consulting (Canada) in accordance with National Instrument 43-101 Standards of Disclosure for Mineral Projects of the Canadian Securities Administrators ("NI 43-101") was summarized in a news release dated August 14, 2023 entitled "Golden Tag Announces Mineral Resource Estimate for La Parrilla Silver Mine Complex." This report is available on SEDAR+ at www.sedarplus.ca and on the Company web site at www.silverstorm.ca.

The Mineral Resource Estimate includes 22 veins within the Rosarios, San Marcos and Quebradillas underground mines, currently on care & maintenance. All Mineral Resources are within close proximity to existing underground access and development. Separate block models were defined for each vein. The Mineral Resource Statement for the La Parrilla Mine, effective May 31, 2023, is tabulated in Table 1.

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Silver Storm Mining Ltd. (formerly Golden Tag Resources Ltd.)

Interim Management's Discussion & Analysis - Quarterly Highlights

Three and Twelve Months Ended December 31, 2023

Dated: February 29, 2024

Table 1 : Mineral Resource Statement*, La Parrilla Mine, Durango, Mexico. SRK Consulting (Canada) Inc., May 31, 2023.

Category and

Quantity

Grade

Mine

Silver

Gold

Lead

Mineral Type

(kt)

(g/t)

(g/t)

(%)

Indicated Mineral Resource

Oxides

Rosarios

17

303

0.05

0.00

San Marcos

76

223

0.18

0.00

Quebradillas

Subtotal

Indicated

93

238

0.16

0.00

Oxides

Sulphides

Rosarios

273

153

0.08

1.56

San Marcos

32

269

0.14

1.19

Quebradillas

217

165

0.05

2.27

Subtotal

Indicated

522

165

0.07

1.83

Sulphides

Total

Indicated

615

176

0.08

1.55

Resources

Inferred Mineral Resource

Oxides

Rosarios

226

210

0.10

0.00

San Marcos

211

289

0.10

0.00

Quebradillas

8

146

0.18

0.00

Subtotal Inferred Oxides

445

246

0.10

0.00

Sulphides

Rosarios

302

139

0.22

1.40

San Marcos

42

152

0.19

0.83

Quebradillas

468

176

0.07

1.67

Subtotal

Inferred

812

161

0.13

1.53

Sulphides

Total Inferred Resources

1,257

191

0.12

0.99

Contained Metal

Zinc

Ag-Eq

Silver

Gold

Lead

Zinc

Ag.Eq

(%)

(g/t)

(koz)

(koz)

(kt)

(kt)

(koz)

0.00

308

168

0.0

0.0

0.0

171

0.00

240

545

0.4

0.0

0.0

585

0.00

253

713

0.5

0.0

0.0

756

1.27

236

1,342

0.7

4.3

3.5

2,071

1.08

341

276

0.1

0.4

0.3

351

2.17

289

1,151

0.3

4.9

4.7

2,016

1.63

264

2,770

1.2

9.6

8.5

4,437

1.39

263

3,483

1.7

9.6

8.5

5,193

0.00

219

1,525

0.7

0.0

0.0

1,590

0.00

298

1,965

0.7

0.0

0.0

2,027

0.00

162

35

0.0

0.0

0.0

39

0.00

256

3,525

1.5

0.0

0.0

3,657

1.27

229

1,347

2.2

4.2

3.8

2,223

0.79

211

206

0.3

0.3

0.3

287

1.81

276

2,654

1.1

7.8

8.5

4,162

1.56

255

4,207

3.5

12.4

12.7

6,672

1.01

256

7,731

5.0

12.4

12.7

10,328

*

  1. Block model estimates audited by David F. Machuca-Mory, PhD, PEng, Principal Consultant (Geostatistics), and Ilkay Cevik, PGeo, Associate Consultant (Geology), SRK Consulting Canada Inc.
  2. Mineral Resources are not Mineral Reserves and do not have demonstrated economic viability.
  3. Mineral Resources have been classified in accordance with the Canadian Institute of Mining, Metallurgy and Petroleum ("CIM") Definition Standards on Mineral Resources and Mineral Reserves.
  4. All figures rounded to reflect the relative accuracy of the estimates.
  5. Reasonable prospects of eventual economic extraction were considered by applying appropriate cut-off grades, removing unrecoverable portions of the estimates, and reporting within potentially mineable shapes.
  6. Metal prices considered were US$22.50 /oz Ag, US$1,800 /oz Au, US$0.94 /lb Pb and US$1.35 /lb zinc.
  7. Cut-offgrade considered for oxide and sulphide block model estimates were, respectively 140 g/t Ag-Eq and 125g/t Ag- Eq. They are based on 2017 costs adjusted by the inflation rate and include sustaining costs.
  8. Metallurgical recovery used for oxides based on weighted 2015-2017 actuals was 70.1% for silver and 82.8% for gold
  9. Metallurgical recovery used for sulphides based on weighted 2015-2017 actuals was 79.6% for silver, 80.1% for gold, 74.7% for lead and 58.8% for zinc.

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Silver Storm Mining Ltd. published this content on 29 February 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 01 March 2024 11:12:53 UTC.