Mr. Alex Langer of Sierra Madre reports

SIERRA MADRE AND FIRST MAJESTIC ANNOUNCE CLOSING OF ACQUISITION OF THE DEL TORO SILVER MINE FOR UP TO US$60M

Sierra Madre Gold and Silver Ltd. and First Majestic Silver Corp., pursuant to the share purchase agreement dated Dec. 17, 2025, between Sierra Madre and First Majestic, Sierra Madre has completed its previously announced acquisition of First Majestic Del Toro S.A. de C.V. (Subco), a wholly owned subsidiary of First Majestic incorporated under the laws of Mexico that holds a 100-per-cent interest in the Del Toro silver mine, as described in further detail in Sierra Madre's and First Majestic's news releases dated Dec. 17, 2025, and Sierra Madre's management information circular dated March 24, 2026. All amounts herein are expressed in Canadian dollars, unless otherwise stated in United States dollars.

Alex Langer, Sierra Madre's president and chief executive officer, commented: "The acquisition of Del Toro marks an important step for Sierra Madre Gold and Silver as we advance towards mid-tier silver production. A past-producing asset of this scale is a complementary addition to our Mexico-focused silver portfolio. With existing production infrastructure in place, our focus now turns to near-term resource expansion drilling, with approximately 30,000 metres planned. This program is expected to support an updated mineral resource estimate, followed by a potential mine restart, positioning the asset for a return to cash flow generation. We see significant upside at Del Toro, both from resource growth and restart potential. We are excited to get boots on the ground at Del Toro and wish to thank First Majestic for their continued support and trust."

Under the terms of the share purchase agreement, and as further described in the circular, Sierra Madre acquired all of the issued and outstanding shares of Subco in exchange for a cash payment of $20-million (U.S.) and the issuance to First Majestic of 10.87 million common shares of Sierra Madre at a deemed price of $1.30 per common share, with each occurring at closing. In addition, within 18 months of closing the acquisition, Sierra Madre must pay First Majestic $10-million (U.S.) in cash or, at Sierra Madre's option, common shares at a price per common share equal to the market price (as determined in accordance with the policies of the TSX Venture Exchange) on the day prior to issuance of the common shares, subject to a maximum of 10,575,385 common shares, provided that if the aggregate deemed value (based on the market price of the common shares on the day prior to issuance) of the maximum number of common shares does not equal $10-million (U.S.), the remaining balance will be paid in cash.

The share purchase agreement also sets out the following future milestone-related payments:

• If, within 48 months of closing the acquisition, Sierra Madre files a National Instrument 43-101 -- Standards of Disclosure for Mineral Projects technical report over any or all of Del Toro that demonstrates mineral resources (as defined in NI 43-101) of at least 100 million ounces (Moz) silver equivalent (AgEq) or Sierra Madre issues a news release announcing mineral resources of at least 100 Moz AgEq (whichever occurs earlier), Sierra Madre must pay First Majestic an additional $10-million (U.S.) in cash or, at Sierra Madre's option, common shares at a price per common share equal to the market price (as determined in accordance with the policies of the TSX-V) on the day prior to issuance of the common shares, subject to a maximum of 10,575,385 common shares, provided that if the aggregate deemed value (based on the market price of the common shares on the day prior to issuance) of the maximum number of common shares does not equal $10-million (U.S.), the remaining balance will be paid in cash.
• If, within 60 months of closing the acquisition, Sierra Madre achieves commercial production at Del Toro of at least 4,000 tonnes per day (tpd) for 30 consecutive days, Sierra Madre must pay First Majestic an additional $10-million (U.S.) in cash or, at Sierra Madre's option, common shares at a price per common share equal to the market price (as determined in accordance with the policies of the TSX-V) on the day prior to issuance of the common shares, subject to a maximum of 10,575,385 common shares, provided that if the aggregate deemed value (based on the market price of the common shares on the day prior to issuance) of the maximum number of common shares does not equal $10-million (U.S.), the remaining balance will be paid in cash.

All common shares issued to First Majestic in connection with the acquisition will be subject to a hold period ending on the date that is four months and one day following the date of issuance of the common shares. In addition, First Majestic has agreed to the following contractual resale restrictions on all such common shares issued.

As First Majestic is an insider of the company, the acquisition is a related party transaction within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. Sierra Madre relied on the exemption from the requirement of a formal valuation for the acquisition pursuant to Subsection 5.5(b) of MI 61-101 as its shares are not listed on a specified market. Sierra Madre was not exempt from the minority shareholder approval requirements in MI 61-101, and the acquisition was approved by a simple majority of the votes cast at the Siera Madre's special meeting of shareholders held on April 28, 2026, excluding, for the purposes of MI 61-101, votes attached to shares held by First Majestic or any other persons described in items (a) through (d) of Section 8.1(2) MI 61-101. For further details, please refer to the management information circular dated March 24, 2026, available on Sierra Madre's website and on Sierra Madre's profile on SEDAR+.

Concurrent financing

Concurrent with the acquisition, Sierra Madre completed a brokered private placement offering of subscription receipts of Sierra Madre at a price of $1.30 per subscription receipt pursuant to an agency agreement dated Jan. 14, 2026, among Sierra Madre, Beacon Securities Ltd., as lead agent and sole bookrunner, and a syndicate of agents including Canaccord Genuity Corp., BMO Capital Markets and VSA Capital Ltd.

In connection with the concurrent financing, Sierra Madre issued an aggregate of 44,231,300 subscription receipts for aggregate gross proceeds of $57,500,690, including the full exercise of the Agents' option, in two tranches: (i) on Jan. 14, 2026, Sierra Madre closed the first tranche and issued 30,521,724 subscription receipts for aggregate gross proceeds of $39,678,241; and (ii) on Jan. 30, 2026, Sierra Madre closed the second and final tranche and issued 13,709,576 subscription receipts for aggregate gross proceeds of $17,822,449.

Each subscription receipt was deemed to be exercised, without payment of any additional consideration, for one common share immediately prior to closing of the acquisition. Sierra Madre used the net proceeds of the concurrent financing to fund the completion of the acquisition and intends to use the remainder of the net proceeds for exploration and development of Del Toro and for general working capital purposes.

Early warning disclosure

Pursuant to the terms of the share purchase agreement, upon closing of the acquisition, First Majestic acquired 10.87 million common shares at a deemed price of $1.30 per common share.

Immediately prior to closing of the acquisition, First Majestic beneficially owned or controlled 51,563,076 common shares of Sierra Madre, representing approximately 26.18 per cent of the issued and outstanding common shares on a non-diluted basis.

As a result of the acquisition, First Majestic now beneficially owns or controls a total of 62,433,076 common shares representing approximately 24.77 per cent of the issued and outstanding common shares as of the date of this news release on a non-diluted basis.

The common shares acquired by First Majestic are for investment purposes. First Majestic has no current intention to enter into any of the transactions listed in clauses (a) to (k) of item 5 of Form 62-103F1 of National Instrument 62-103 -- The Early Warning System and Related Take-over Bid and Insider Reporting Issues (NI 62-103), but in the future First Majestic may acquire or dispose of securities of Sierra Madre depending on market conditions, reformulation of plans and/or other relevant factors, in each case in accordance with applicable securities laws.

This news release and First Majestic's corresponding early warning report, which is expected to be filed on SEDAR+ in the near term, constitutes the required disclosure pursuant to Section 5.2 of National Instrument 62-104 -- Take-Over Bids and Issuer Bids.

The early warning report that will be filed on SEDAR+ will satisfy the requirement of Section 5.2 of NI 62-104 to have the early warning report filed by an acquiror, in this case by First Majestic, with the securities regulatory authorities in each of the jurisdictions in which Sierra Madre is a reporting issuer and which contains the information required by Section 3.1 of NI 62-103, which includes the information required by Form 62-103F1.

A copy of the early warning report filed by First Majestic in connection with the acquisition will be available under First Majestic's profile on SEDAR+ website.

About Sierra Madre Gold and Silver Ltd.

Sierra Madre Gold and Silver is a precious metals development and exploration company focused on the Guitarra mine in the Temascaltepec mining district, Mexico, and the exploration and development of its Tepic property in Nayarit, Mexico. The Guitarra mine is a permitted underground mine, which includes a 500-tonne-per-day processing facility that operated until mid-2018 and restarted commercial production in January, 2025.

The 2,600-plus-hectare Tepic project hosts low-sulphidation epithermal gold and silver mineralization with an existing historic resource.

Sierra Madre's management team has played key roles in managing the exploration and development of silver and gold mineral reserves and mineral resources. Sierra Madre's team of professionals has collectively raised over $1-billion for mining companies.

About First Majestic Silver Corp.

First Majestic is a publicly traded mining company focused on silver and gold production in Mexico and the United States. First Majestic presently owns and operates four producing underground mines in Mexico: the Santa Elena silver/gold mine, the Los Gatos Silver mine (First Majestic holds a 70-per-cent interest in the Los Gatos joint venture that owns and operates the mine), the San Dimas Silver/Gold mine and La Encantada Silver mine, as well as a portfolio of development and exploration assets, including the Jerritt Canyon gold mine located in northeastern Nevada, U.S., which the company is currently in the process of restarting.

First Majestic is proud to own and operate its own minting facility, First Mint LLC, and to offer a portion of its silver production for sale to the public. Bars, ingots, coins and medallions are available for purchase on-line at some of the lowest premiums available.

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