Mr. Gordon Neal reports

TINCORP ANNOUNCES NON-BROKERED PRIVATE PLACEMENT

Tincorp Metals Inc. intends to undertake a non-brokered private placement financing to raise gross proceeds of up to approximately $3-million from the sale of up to 7.5 million units at a price of 40 cents per unit with each unit consisting of one common share of the company and one non-transferable share purchase warrant. Each warrant will entitle the holder thereof to acquire one share from the company at a price of 58 cents per share for a period of 24 months from the closing of the offering.

The warrants will be subject to an acceleration clause which entitles the company to provide notice to holders that the warrants will expire 10 days from the date the company provides the acceleration notice. The company can only provide the acceleration notice if the closing price of the company's Common shares on the TSX Venture Exchange is equal to or greater than 58 cents for 10 consecutive trading days. The acceleration notice can be provided at any time after the statutory hold period and before the expiry date of the warrants.

Silvercorp Metals Inc., Tincorp's largest shareholder (29.2 per cent), and other insiders of the company have confirmed their intention to participate in the offering by purchasing an aggregate of up to 2.19 m illion units.

The company intends to use the net proceeds from the offering for working capital requirements and other general corporate purposes.

The offering is anticipated to close on or about Nov. 16, 2023, or such other date as the company may determine. The closing of the offering is subject to certain conditions, including the approval of the TSX-V and certain other conditions customary for a private placement of this nature. All securities issued pursuant to the offering will be subject to a statutory four-month-and-one-day hold period from the closing date.

The company may pay a finder's fee in respect of those purchasers under the offering introduced to the company by certain eligible persons. Each finder will receive a cash payment equal to 6 per cent of the gross proceeds received by the company from purchasers under the offering who were introduced to the company by such finder.

As insiders of the company (including Silvercorp) are expected to participate in the offering, any such subscriptions will be considered to be related party transactions within the meaning of TSX-V Policy 5.9 -- Protection of Minority Security Holders in Special Transactions, which incorporates Multilateral Instrument 61-101 -- Protection of Minority Securityholders in Special Transactions. The company intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(a) of MI 61-101 in respect of such insider participation.

About Tincorp Metals Inc.

Tincorp Metals is a mineral exploration company focusing on tin projects in Bolivia and a gold project near Whitehorse, Yukon, Canada. The company has signed agreements to acquire a 100-per-cent interest in the Porvenir project and SF tin project, which are 70 kilometres southeast of Oruro, Bolivia. The company's 100-per-cent-owned Skukum gold project is approximately 84 km south of Whitehorse by road. An independent mineral resource estimate update in respect of the Skukum gold project was completed in October, 2022.

We seek Safe Harbor.