Mr. Luis Goyzueta reports

TITIMINAS SILVER INC. (FORMERLY 1317202 B.C. LTD.) ANNOUNCES COMPLETION OF BUSINESS COMBINATION

Titiminas Silver Inc. (formerly 1317202 B.C. Ltd. (131) completed, on April 7, 2026, its previously announced business combination transaction. Pursuant to the transaction, a subsidiary of 131 amalgamated with the target (formerly Titiminas Silver Inc.) and securityholders of the target received securities in the capital of Titiminas, as further described below. Following completion of the transaction, the common shares of Titiminas will be listed on the TSX Venture Exchange.

Transaction summary

In connection with the transaction, 131 changed its name from 1317202 B.C. to Titiminas Silver and consolidated its share capital on the basis of one postconsolidation common share of Titiminas for every 10.7916 common shares of 131 existing immediately before the consolidation, with the result that 428,571 Titiminas shares were outstanding following the consolidation and prior to the transaction.

Pursuant to the terms of the transaction, all outstanding securities of the target were exchanged for postconsolidation securities of Titiminas on a one-for-one basis. In connection with the transaction, Titiminas issued an aggregate of 35,155,067 Titiminas shares to former shareholders of the target. For more information on the transaction, refer to the filing statement of Titiminas dated March 31, 2026, available under Titiminas's SEDAR+ profile.

It is anticipated that the Titiminas shares will be listed on the TSX Venture Exchange under the ticker symbol TITI on or around April 9, 2026, following the issuance of the TSX-V's final listing bulletin. Initially, trading will be halted to facilitate the completion of the non-brokered financing (as defined below) with trading commencing thereafter, which is expected to be on around April 13, 2026.

Subscription receipt financing

As previously announced, the target completed a brokered subscription receipt financing for gross proceeds of $16,617,125. The brokered financing was led by Canaccord Genuity Corp., as lead agent, on behalf of a syndicate, which included Medalist Capital Advisors Inc. and Beacon Securities Ltd.

As per the terms of the brokered financing, upon the completion of the transaction, each subscription receipt converted, on a postconsolidation basis, into one Titiminas share for an aggregate total of 9,495,500 Titiminas shares. Proceeds from the brokered financing have been released from escrow.

In connection with the brokered financing, the agent received aggregate cash commissions $786,240, representing 6.0 per cent of the gross proceeds of the brokered financing, other than in respect of certain purchasers on a president's list for which the agents received a cash commission of 3.0 per cent. An additional aggregate cash fee of $351,312.50 was paid to Tamesis Partners LLP in respect of certain president's list subscribers as a commission and an advisory fee for its services to the target.

Non-brokered financing

Following completion of the transaction and upon the listing of the Titiminas shares on the TSX Venture Exchange, Titiminas will complete a further non-brokered private placement of 1.8 million Titiminas shares at a price of $1.75 per share to raise aggregate gross proceeds of $3.15-million. A cash finder's fee of 6 per cent of the proceeds raised from the non-brokered financing is payable to the agents.

Escrow and seed shares

In connection with the transaction, certain principals of Titiminas have entered into a Tier 2 escrow agreement with Olympia Trust Company, as escrow agent, in respect of 2,744,957 Titiminas shares, 1,783,281 warrants of Titiminas and 2,718,572 restricted share units (RSUs) of Titiminas. Under the terms of the escrow agreement, 10 per cent of such escrowed securities will be released upon the date of the exchange bulletin, with the balance to be released in six equal tranches of 15 per cent every six months thereafter.

In addition, certain non-principal shareholders of Titiminas are subject to seed share resale restrictions (SSRR). SSRRs are TSX-V hold periods of various lengths that apply where seed shares are issued to non-principals by private companies. The terms of the SSRRs are based on the length of time such shares of the target have been held and the price at which such shares were originally issued. There are 11 non-principal shareholders of Titiminas who will hold an aggregate of 4,178,959 Titiminas shares that will be subject to SSRRs of various lengths in connection with the transaction.

Information for shareholders

Titiminas' transfer agent, Olympia Trust Company, will be mailing direct registration system (DRS advice) to all Titiminas shareholders (other than for those that are required to be in certificated form and other than former holders of subscription receipts who are holding Titiminas shares via the non-certificated inventory system of CDS Clearing and Depository Services Inc.) setting out each holder's shareholdings. Shareholders wishing to receive a physical share certificate should contact Olympia Trust Company for information on how to obtain physical shares certificates in place of a DRS advice. The ISIN for common shares of Titiminas is CA 88834X 10 4 2.

Early warning report disclosure

Luis Goyzueta, the chief executive officer and a director of Titiminas, in joint tenancy with his wife, Lenka Solcova, has acquired an additional 2,283,537 Titiminas shares and 1,783,281 Titiminas warrants, and Mr. Goyzueta has acquired 2,268,572 Titiminas RSUs pursuant to the transaction. Mr. Goyzueta, together with his wife, now holds an aggregate of 2,283,537 Titiminas shares and 1,783,281 Titiminas warrants, and holds directly 2,268,572 Titiminas RSUs. In the aggregate, Mr. Goyzueta directly or indirectly controls approximately 15.98 per cent of the outstanding Titiminas shares on a partially diluted basis assuming the exercise of all convertible securities of Titiminas held by him.

The securities of Titiminas were acquired by Mr. Goyzueta and Ms. Solcova for investment purposes. The acquirors will evaluate their investment in Titiminas from time to time and may, depending on various factors, including, without limitation, Titiminas's financial position, the price levels of the Titiminas shares, conditions in the securities markets, and general economic and industry conditions, Titiminas's business or financial condition, and other factors and conditions deemed appropriate by the acquirors, increase, decrease or change their respective beneficial ownership over the Titiminas shares or other securities of Titiminas in the future, but have no current plans to do so.

Pursuant to the requirements of National Instrument 62-103, The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, and applicable Canadian securities legislation, an early warning reports will be filed by Mr. Goyzueta and Ms. Solcova. A copy of the early warning report will be available under Titiminas's SEDAR+ profile and available on request from Mr. Goyzueta, care of Titiminas Silver, Suite 830, 999 West Broadway, Vancouver, B.C., V5Z 1K5, telephone: 672-288-1762.

About Titiminas Silver Inc.

Titiminas is a mining exploration company with its head office in Vancouver, B.C. Titiminas has an option to acquire the shares of Compania Minera Rosalinda SAC, a Peruvian company that owns the past-producing and permitted Madre Sierra silver mine, located in central Peru. The project was a previously producing mine and permitted for small-scale mining activities. Titiminas intends to redrill and expand a historical resource estimate and fast-track the project toward development and production.

We seek Safe Harbor.