NOT FOR DISTRIBUTION TO US NEWSWIRE SERVICES OR DISTRIBUTION IN OR INTO THE UNITED STATES
This press release provides effective information January 30, 2026.
Silver Mountain Resources Inc. (TSXV: AGMR,OTC:AGMRF) (OTCQB: AGMRF) (BVL: AGMR) (“Silver Mountain” or the “Company”) announces that it has approved certain equity compensation arrangements (the “Compensation Arrangements”) pursuant to which certain directors of the Company will receive all or a portion of their director compensation for the period from July 1, 2025 to June 30, 2026 in shares of Class A common stock (“Common Shares”) of the Company (the “Securities-Based Compensation”), with any remaining balance to be paid in cash.
The common shares are expected to be issued quarterly and are subject to a holding period of four months and one day commencing on the date of issuance. Under the compensation arrangements, the deemed price per common share to be issued will be the volume-weighted average closing price of the common shares for the last five trading days of each quarter, provided that in any event the price will not be less than the discount permitted under applicable TSX Venture Exchange policies. The total value of the security-based compensation that the company is willing to spend is maximum $210,908. Since the Directors are non-arm’s-length parties to the Company (as that term is defined in the TSXV policies), the issuance of the Security-Based Compensation is subject to the approval of a majority of the votes cast by disinterested shareholders at a shareholders’ meeting of the Company, obtained at the Company’s annual general and special meeting held on June 24, 2025.
Timothy Loftsgard, Jose VizquerraW. John DeCooman Jr., Juan Carlos Ortiz And Gerardo Fernandez are currently directors of the company. Any issuance of ordinary shares to such directors shall constitute a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of minority security holders in special transactions (“MI 61-101“). The Company is relying on the exemptions from the formal valuation and approval requirements of minority interests contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101, on the basis that the fair market value of the transaction does not exceed 25% of the Company’s market capitalization.
About Silver Mountain Resources Inc.
Silver Mountain Resources Inc. is a Canadian mining company focused on the exploration and development of silver projects in the region Peru. The company’s main asset is the Reliquias Project, a silver mine that historically produced silver, located in the Castrovirreyna district of Huancavelica. Silver Mountain is committed to creating long-term value for its shareholders through responsible mining, strong community involvement and sustainable development practices.
For additional information on the Reliquias Project, please refer to the technical report entitled “Amended and Restated Technical Report NI 43-101: Preliminary Economic Assessment, Reliquias Mine, Huancavelica Department, Peru“ dated October 28, 2024 (effective from May 15, 2024), which was prepared for the Company by Steven L Park, Antonio Cruz Bermudez and Gerardo Acuña (the “PEA Relics“). Readers are encouraged to read the Reliquias PEA in its entirety, including all assumptions, parameters, qualifications, limitations, and methods contained therein. The Reliquias PEA is intended to be read as a whole, and sections should not be read or relied upon out of context. The Reliquias PEA has been prepared in accordance with NI 43-101 and is available electronically on SEDAR+ (www.sedarplus.ca) under Silver Mountain’s issuer profile.
Forward-Looking Statements
This press release contains “forward-looking statements” and “forward-looking information” within the meaning of applicable Canadian securities legislation (collectively: “forward-looking statements“). These forward-looking statements, by their nature, require Silver Mountain to make certain assumptions and necessarily involve known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these forward-looking statements. Forward-looking statements are not guarantees of performance. Words such as “may”, “will”, “could”, “could”, “expect”, “believe”, “plan”, “anticipate”, “intend”, “estimate”, “continue”, “objective”, “strategy”, variations of these words or the negative or similar terminology, as well as terms commonly used going forward and the conditional, are intended to identify forward-looking statements relating to: the timing and ability of the Company to restart commercial production at the Reliquias mine (if at all); (including drilling) to forecast mineralization;
Forward-looking statements are based on a number of assumptions and are subject to a number of risks and uncertainties, many of which are beyond the control of Silver Mountain, which could cause actual results and events to differ materially from those disclosed in or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to, the factors identified in the Company’s continuous disclosure information on SEDAR+ (www.sedarplus.ca) under Silver Mountain’s issuer profile, including under the headings (i) “Caution Regarding Forward-Looking Statements” and “Risk Factors” in the company’s annual information form dated July 17, 2025 for the past year December 31, 2024; (ii) “Risk Factors” in the final dated base prospectus of the Company October 16, 2025; and (iii) “Risk Factors” in the Company’s dated prospectus supplement November 12, 2025. Silver Mountain undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. New factors emerge from time to time, and it is not possible for Silver Mountain to predict all of them or to assess the impact of each of these factors, or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. All forward-looking statements in this press release are expressly qualified in their entirety by this cautionary statement.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE Silver Mountain Resources Inc.
View original content to download multimedia: http://www.newswire.ca/en/releases/archive/February2026/05/c9682.html
#AGMR #ANNOUNCES #DIRECTORS #RECEIVE #SHARES #COMPENSATION