Mr. Greg Davison reports

SILVER SPRUCE RESOURCES INC. PROVIDES UPDATE ON SHARE CONSOLIDATION

Silver Spruce Resources Inc. has provided an update on the proposed consolidation of company's issued and outstanding common shares on the basis of one postconsolidation common share for every 15 preconsolidation common shares, as approved at the 2024 annual general and special meeting of shareholders, held Nov. 5, 2024.

Share consolidation

The company's board of directors has determined to implement the consolidation effective on Oct. 31, 2025, subject to the receipt of all necessary regulatory approvals. No fractional postconsolidation common shares will be issued in connection with the consolidation. Where the exchange results in a fractional postconsolidation common share representing less than 0.5 of a postconsolidation common share, the holder of preconsolidation common shares shall not be entitled to receive one whole postconsolidation common share, and if the exchange results in a fractional postconsolidation common share of representing 0.5 or more of a postconsolidation common share, the holder of preconsolidation common shares shall be entitled to receive one whole postconsolidation common share.

Upon completion of the consolidation, the postconsolidation common shares will continue to trade on the TSX Venture Exchange under the stock symbol SSE under a new Cusip number (No. 828229 30 2) and new ISIN (CA 828229 30 2 3). The postconsolidation common shares are expected to commence trading on the TSX-V at the market open on or about Nov. 4, 2025. Outstanding warrants and options will be adjusted accordingly to reflect the consolidation ratio in accordance with the terms of the respective instruments.

Letters of transmittal with respect to the consolidation will be mailed to all registered shareholders of the company. The letter of transmittal will contain instructions on how to surrender to the company's transfer agent, TSX Trust Company, the certificates representing the preconsolidation common shares. The transfer agent will send to each registered shareholder who follows the instructions provided in the letter of transmittal a new share certificate representing the number of postconsolidation common shares to which the shareholder is entitled rounded up to the nearest whole number or, alternatively, a DRS advice/statement representing the number of postconsolidation common shares the shareholder is entitled rounded up to the nearest whole number following the consolidation. No action is required by beneficial shareholders of the company to receive postconsolidation common shares in connection with the consolidation. Beneficial shareholders who hold their preconsolidation common shares through intermediaries (a broker, bank, trust company investment dealer or other financial institution) and who have questions regarding how their common shares will be processed in connection with the consolidation should contact their intermediaries. Additional copies of the letter of transmittal can be obtained from the transfer agent by calling 1-800-387-0825 or by e-mailing shareholderinquiries@tmx.com.

As of the date of this news release, the company has 324,152,832 common shares issued and outstanding. Following completion of the consolidation on the effective date, the company is expected to have approximately 21,610,188 common shares issued and outstanding, subject to rounding of fractional common shares.

Further details regarding the consolidation are contained in the company's management information circular dated Sept. 23, 2024, which is available on SEDAR+ under the company's profile.

About Silver Spruce Resources Inc.

Silver Spruce is a Canadian junior exploration company holding a 100-per-cent interest in the Jackie Au (gold) project located less than 10 kilometres northwest from Minera Alamos's Nicho deposit in Sonora, Mexico, and the Melchett Lake Zn-Au-Ag (zinc-gold-silver) project in Northern Ontario. The company has an option to acquire a 100-per-cent interest in the Pino de Plata Ag project, located 15 kilometres west of Coeur Mining's Palmarejo mine in western Chihuahua, Mexico. The company continues to investigate opportunities that management has identified or that have been presented to the company for consideration.

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