Mr. Kevin Brewer reports

CMC METALS LTD. ANNOUNCES SHARE PURCHASE OPTION AGREEMENT TO ACQUIRE SWORDFISH SILVER CORP. FROM SAILFISH ROYALTY CORP. AND THE GAVILANES SILVER-POLYMETALLIC PROJECT IN THE SAN DIMAS AREA, DURANGO, MEXICO

Sailfish Royalty Corp. has entered into a share purchase option agreement with CMC Metals Ltd. that grants the option to acquire all of the issued and outstanding shares of Swordfish Silver Corp. Swordfish, through Sailfish de Mexico SA de CV, holds the mineral rights of the Gavilanes silver exploration property located in the municipality of San Dimas, state of Durango, Mexico. Upon entering into the agreement, CMC Metals reimbursed Sailfish for certain fees incurred by Sailfish with respect to the property in the 2023 calendar year in the amount of $27,383 (U.S.).

Gavilanes comprises 11 concessions (13,594.5 hectares) located in the Sierra Madre Occidental province in southwestern Durango. The property has a current National Instrument 43-101 inferred resource of 18,174,000 contained silver equivalent ounces at an average grade of 320.3 grams per tonne AgEq within 1,765,000 tonnes (Mine Development Associates/Respec Resource Gesociences Inc., 2021). The metal prices assumed in the resource estimate were $19 (U.S.) per ounce silver, $1,600 (U.S.) per ounce gold, $3.50 (U.S.) per pound copper, and $1 (U.S.) per pound for lead and zinc.

Gavilanes is a low to intermediate sulphidation epithermal deposit. Limited drilling at the site has been completed over 0.2 square kilometre of veins. Recent mapping efforts by Sailfish identified more than 20 veins covering an area in excess of 15 square kilometres. It is highly probable that the identified volume of mineralized veins will be increased by drilling the dip and strike extensions of the partly drill-tested Gavilanes zone and early-stage detailed mapping of the Central and Western zones. Gavilanes is located 23 km northeast of the San Dimas/Tayoltita mine operated by First Majestic Silver Corp., and shares many geological and mineralogical similarities with the mine deposit. Previous exploration on the property includes a total of 61 diamond drill holes (13,011.25 metres). A majority of the drill core exists in storage at the site and is in superb condition. These factors, along with many others, highlight the significant exploration potential of the property. Descriptions of the property potential are included within various technical reports and recent studies, which will be placed on the company website.

The project has a drill permit from Semarnat to complete up to 4,650 metres of drilling. Plans are under way to complete 3,000 metres of stepout drilling from the identified resource as recommended by the 2021 National Instrument 43-101 study. Phase 2 of the project envisions an additional 15,000 metres of diamond drill core definition in all three mineralized zones on the property, including the Gavilanes, Central and Western zones.

Surface rights in the core area are held by the Ejido Los Gavilanes, a communal agrarian co-operative which has established exploration agreements with previous operators. The company is meeting with the Ejido in the coming days to initiate negotiations for an exploration agreement.

Pursuant to the terms of the agreement, to exercise the option and maintain the option in good standing, CMC Metals shall make a series of cash payments, issue common shares in the capital of CMC Metals and incur certain exploration expenditures on the property as follows:

1. CMC Metals shall pay to Sailfish cash payments totalling $3.5-million (U.S.) in accordance with the following schedule:
   1. $500,000 (U.S.) on or before March 31, 2024;
   2. $500,000 (U.S.) on or before March 31, 2025;
   3. $500,000 (U.S.) on or before March 31, 2026;
   4. $2-million (U.S.) on or before March 31, 2027.
2. CMC Metals shall issue CMC Metals shares in accordance with the following schedule:
   1. One million CMC Metals shares upon acceptance by the TSX Venture Exchange of the agreement;
   2. $700,000 in CMC Metals shares on or before March 31, 2024, calculated based on the greater of: (i) five cents per CMC Metals share; and (ii) the 10-day volume-weighted average price of the CMC Metals shares immediately prior to issuance;
   3. $500,000 in CMC Metals shares on or before March 31, 2025, calculated based on the greater of: (i) five cents per CMC Metals share; and (ii) the 10-day volume-weighted average price of the CMC Metals shares immediately prior to issuance.
3. CMC Metals shall incur and pay for total exploration expenditures of $5-million in respect of the property (including 10,000 metres of new drilling) in accordance with the following schedule:
   1. $1-million on or before March 31, 2025;
   2. $1.5-million on or before March 31, 2026;
   3. $2.5-million on or before March 31, 2027.

On or before exercise of the option, CMC Metals and Sailfish will enter into a net smelter return royalty agreement with respect to the property, which grants Sailfish:

• A 1.5-per-cent net smelter return royalty on unencumbered grounds with an option for CMC Metals to buy back 1.0 per cent of the net smelter return royalty for $3-million;
• A 0.5-per-cent net smelter return royalty on encumbered grounds.

CMC Metals may, in lieu of making further option payments, immediately exercise the option by: (a) paying to Sailfish $4-million (U.S.) in cash on or before the first anniversary of TSX Venture Exchange acceptance of the agreement; or (b) paying to Sailfish $3.5-million (U.S.) in cash after the first anniversary of TSX-V acceptance of the agreement. CMC Metals will act as operator during the option period, and will be responsible for all rates, taxes, duties, royalties, assessments and fees levied after the date of the agreement with respect to the property or CMC Metals' operations thereon. The agreement and proposed issuances of CMC Metals shares remain subject to acceptance by the TSX-V. The company paid finders' fees in connection with the agreement.

John Bossio, chairman of the board of directors of the company, noted: "This acquisition is the culmination of a detailed due diligence effort involving the completion of independent exploration appraisals, reviews of numerous legal documents and a geopolitical evaluation of the San Dimas region. The entire board has been heavily involved in examining the potential of this acquisition, and I would like to thank them for their efforts. Our board is highly confident that the Gavilanes project will provide significant value generation to our shareholders, who have supported us through the years."

Kevin Brewer, president and chief executive officer, noted: "Gavilanes is a super growth opportunity for CMC Metals. Assets like this with a solid resource base, huge exploration upside potential and a drill permit are very difficult to find and acquire. Gavilanes, along with our Rancheria silver properties, now provides CMC with a year-round ability to explore and drill high-quality silver polymetallic projects in North America. I also wish to extend my sincere thanks to Sailfish, who have worked diligently with us to make this project a reality."

Qualified person

Kevin Brewer, a registered professional geoscientist, is the company's president and chief executive officer, and qualified person (as defined by National Instrument 43-101). He has given his approval of the technical information pertaining reported herein. The company is committed to meeting the highest standards of integrity, transparency and consistency in reporting technical content, including geological reporting, geophysical investigations, environmental and baseline studies, engineering studies, metallurgical testing, assaying, and all other technical data.

About CMC Metals Ltd.

CMC Metals is a growth-stage exploration company focused on opportunities for high-grade polymetallic deposits in Mexico, Yukon, British Columbia and Newfoundland. Its new flagship project is the Gavilanes silver-gold project, San Dimas, Durango, Mexico. Its polymetallic silver-lead-zinc carbonate replacement deposit prospects in the Rancheria silver district include the Silverknife and Amy projects (British Columbia) and the Silver Hart deposit and Blue Heaven claims (Yukon). Its polymetallic projects with potential for copper-silver-gold and other metals include Bridal Veil (Newfoundland) and Logjam (Yukon).

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