Silver Bow Mining signs $5 million note with Ocean Partners UK

Silver Bow Mining Corp. entered into a Note Purchase Agreement with Ocean Partners UK Limited on October 2, 2026, securing a $5.0 million secured promissory note. The company, which trades on NYSE American under the ticker SBMT, issued the note for a cash purchase price of $5.0 million as part of a previously announced term sheet. The note matures on March 31, 2027, and bears interest at the 12-month secured overnight financing rate provided by CME Group plus 6.75% per annum, payable monthly in arrears starting November 1, 2026.

The principal amount will not amortize but will be satisfied in one of two ways. If the final closing of Silver Bow's acquisition of the Jefferson County Metallurgical Complex, including the Montana Tunnels Mine, occurs before the maturity date, the note principal and accrued interest will be credited against a tranche A draw under a concentrate prepayment facility to be entered into concurrently with the final closing. In that scenario, the note is deemed paid in full and cancelled. If the final closing does not occur before the maturity date, the principal and accrued interest become due in a single lump-sum payment on March 31, 2027.

The note is secured by a first-priority senior security interest in a $28.58 million secured promissory note issued by Montana Goldfields, Inc. to Silver Bow under an asset purchase agreement dated August 21, 2026. Silver Bow granted this security interest through a security agreement dated October 2, 2026, and assigned its rights under the Montana Goldfields note to Ocean Partners UK Limited. The company is required to use the proceeds solely to advance the Rainbow Block project and, when acquired, the Jefferson County Metallurgical Complex.

Upon an event of default, which includes payment defaults, bankruptcy events, or material breaches of covenants, the interest rate increases by an additional 6% per annum. Early repayment is permitted if Silver Bow provides ten business days of written notice, though a penalty of 1% applies to any amount paid ahead of schedule. The note was offered in reliance on Section 4(a)(2) of the Securities Act of 1933 and has not been registered under federal or state securities laws.

In a separate item reported on October 3, 2026, the Compensation Committee of Silver Bow's Board of Directors authorized an increase in the annual salary of Chief Executive Officer C. Travis Naugle to $350,000, effective May 1, 2026. The committee also approved a one-time discretionary cash bonus payment of $250,000 and an annual payment of $100,000 for Naugle's role as Executive Chairman of the Board, effective October 3, 2026.