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6-K 1 form6-k.htm 6-K

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of May 2026

 

Commission File No.: 001-43051

 

Santacruz Silver Mining Ltd.

(Translation of registrant’s name into English)

 

480 – 1140 West Pender Street

Vancouver, British Columbia

Canada V6E 4G1

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F ☐ Form 40-F ☒ Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

 

 

  

EXHIBIT INDEX

 

Exhibit   Description
99.1   Unaudited Condensed Interim Consolidated Financial Statements for the period ended March 31, 2026.
99.2   Management’s Discussion and Analysis for the period ended March 31, 2026.
99.3   Certification of Interim Filings (Form 52-109F2) – Chief Executive Officer
99.4   Certification of Interim Filings (Form 52-109F2) – Chief Financial Officer
99.5   News Release dated May 15, 2026

 

 

 

SIGNATURE

 

 

  Santacruz Silver Mining Ltd.
   
Date: May 18, 2026 By: /s/ Andres Bedregal
  Name: Andres Bedregal
  Title: Chief Financial Officer

 

 

 

EX-99.1 2 ex99-1.htm EX-99.1

 

Exhibit 99.1

 

 

Condensed Interim Consolidated Financial Statements

 

For the Three Months ended March 31, 2026 and 2025

 

(Expressed in thousands of US dollars)

 

(Unaudited)

 

 

 

TABLE OF CONTENTS

 

Notice of no auditor review of Condensed Interim Consolidated Financial Statements 3
   
Condensed Interim Consolidated Statements of Financial Position 4
   
Condensed Interim Consolidated Statements of Comprehensive Income 5
   
Condensed Interim Consolidated Statements of Cash Flows 6
   
Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity 7
   

Notes to the Condensed Interim Consolidated Financial Statements

8

 

2

 

Notice of no auditor review of condensed interim consolidated financial statements

 

Pursuant to National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor.

 

The accompanying unaudited condensed interim consolidated financial statements of Santacruz Silver Mining Ltd. for the three months ended March 31, 2026, have been prepared by and are the responsibility of the Company’s management.

 

The Company’s independent auditor has not performed a review of these financial statements in accordance with the standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity’s auditor.

 

May 14, 2026

 

3

 

SANTACRUZ SILVER MINING LTD.

Condensed Interim Consolidated Statements of Financial Position

For the Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars)

 

    Note    

March 31, 2026

    December 31, 2025  
          $     $  
ASSETS                      
Current                      
Cash and cash equivalents   4       42,651       44,267  
Marketable securities   20       16,432       16,662  
Trade and other receivables   5       94,260       88,399  
Inventories   6       54,823       57,517  
Prepaid expenses and deposits           7,806       14,055  
            215,972       220,900  
                       
Marketable securities   20       5,800       5,800  
Trade and other receivables   5       41,624       36,249  
Mineral properties, plant and equipment   7       159,672       160,558  
Goodwill   7       15,466       15,466  
Deferred income tax asset   19       8,456       6,798  
Total assets           446,990       445,771  
                       
LIABILITIES                      
Current                      
Trade payables and accrued liabilities   8       42,714       47,402  
Loans payable   10       48,627       50,642  
Current income taxes payable   18       35,767       49,470  
Other liabilities   11       12,234       8,876  
Decommissioning and restoration provision   12       729       822  
            140,071       157,212  
                       
Trade payables and accrued liabilities   8       6,606       7,167  
Consideration payable   9       19,278       20,243  
Loans payable   10       215       1,344  
Other liabilities   11       16,290       20,541  
Decommissioning and restoration provision   12       29,947       35,194  
Deferred income tax liability   18       25,279       25,012  
Total liabilities           237,686       266,713  
                       
SHAREHOLDERS’ EQUITY                      
Share capital   13       147,394       146,166  
Equity reserves   13       7,225       6,677  
Retained earnings           54,685       26,215  
Total shareholders’ equity           209,304       179,058  
Total liabilities and shareholders’ equity           446,990       445,771  

 

Subsequent event (note 10(d))

 

Approved and authorized for issue on behalf of the Board of Directors on May 14, 2026:

 

“Arturo Préstamo Elizondo”   “Larry Okada”
Director   Director

 

The accompanying notes are an integral part of the condensed interim consolidated financial statements.

 

4

 

SANTACRUZ SILVER MINING LTD.

Condensed Interim Consolidated Statements of Comprehensive Income

For the Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars)

 

          Three months ended March 31,  
    Note     2026     2025  
          $     $  
Revenues   14       127,529       70,314  
Mine operating costs                      
Cost of sales   15       (77,363 )     (37,878 )
Depreciation, depletion and amortization   7       (7,297 )     (4,577 )
Gross profit           42,869       27,859  
                       
General and administrative expenses   16       (7,598 )     (4,920 )
Share-based compensation expense   13       (529 )     (159 )
Operating income           34,742       22,780  
                       
Other income   17       3,125       143  
Foreign exchange gain           7,042       6,234  
Income before tax           44,909       29,157  
                       
Income tax expense   18       (16,439 )     (19,706 )
Net income for the period           28,470       9,451  
                       
Other comprehensive income that may be reclassified subsequently to net income or loss:
Unrealized gain (loss) on marketable securities
          (230 )     -  
Currency translation differences           850       321  
Comprehensive income for the period           29,090       9,772  
                       
Net income per share:                      
Basic   23       0.31       0.11  
Diluted   23       0.30       0.11  
                       
Weighted average number of common shares:                      
Basic   23       92,176,513       88,963,885  
Diluted   23       94,092,385       88,963,885  

 

The accompanying notes are an integral part of the condensed interim consolidated financial statements.

 

5

 

SANTACRUZ SILVER MINING LTD.

Condensed Interim Consolidated Statements of Cash Flows

For the Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars)

 

          Three months ended March 31,  
    Note     2026     2025  
          $     $  
Operating activities:                      
Net income for the period           28,470       9,451  
Items not affecting cash:                      
Depreciation, depletion and amortization   7       7,297       4,577  
Other income   24       265       2,260  
Share-based compensation expense   21       529       159  
Foreign exchange gain         (5,537 )     (22,245 )
Income tax expense   18       16,439       19,706  
Operating cash flows before non-cash working capital           47,463       13,908  
Changes in non-cash working capital:                      
Trade and other receivables   5       (10,720 )     49,970  
Inventories   6       2,694       (4,209 )
Prepaid expenses and deposits           6,249       1,022  
Trade payables and accrued liabilities   8       (5,249 )     (9,098 )
Current income taxes payable   18       (31,533 )     (31,818 )
Other liabilities   11       (87 )     (17,148 )
Decommissioning and restoration provision   12       (43 )     3,662  
Net cash generated by operating activities           8,774       6,289  
                       
Investing activities:                      
Expenditures on mineral properties, plant and equipment   7       (9,858 )     (7,275 )
Proceeds on disposition of mineral properties, plant and equipment   7       -       430  
Purchases of marketable securities   20       (7,050 )     -  
Proceeds from maturities of marketable securities   20       7,050       -  
Payment of consideration payable for acquisition of Sinchi Wayra   9       -       (10,000 )
Net cash used in investing activities           (9,858 )     (16,845 )
                       
Financing activities:                      
Proceeds from exercise of options   13       627       -  
Proceeds from loans payable   10       24,347       33,555  
Repayments of loans payable   10       (24,611 )     (25,352 )
Lease payments on plant and equipment   11       (834 )     (837 )
Net cash used in financing activities           (471 )     7,366  
                       
Effect of exchange rate on changes in cash           (61 )     (4 )
Net change in cash and cash equivalents           (1,616 )     (3,194 )
Cash and cash equivalents – beginning of the period   4       44,267       35,721  
Cash and cash equivalents – end of the period           42,651       32,527  
Cash paid during the period for:                      
Interest expense           487       213  
Income taxes           36,031       19,237  

 

Supplemental cash flow information (Note 24)

 

The accompanying notes are an integral part of the condensed interim consolidated financial statements.

 

6

 

SANTACRUZ SILVER MINING LTD.

Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity

For the Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, except number of shares)

 

    Share Capital     Equity reserves                    
    Shares     Amount     Share-based compensation reserve     Contributed surplus     Accumulated other comprehensive loss     Total equity reserves     Retained earnings (deficit)    

Total

shareholders’ equity

 
    #     $     $     $     $     $     $     $  
                                                 
Balance, December 31, 2024     88,963,885       139,080       9,269       1,949       (2,944 )     8,274       (16,007 )     131,347  
Share-based compensation expense     -       -       159       -       -       159       -       159  
Comprehensive income     -       -       -       -       322       322       9,451       9,773  
Balance, March 31, 2025     88,963,885       139,080       9,428       1,949       (2,622 )     8,755       (6,556 )     141,279  
                                                                 
Balance, December 31, 2025     91,962,128       146,166       7,946       1,949       (3,218 )     6,677       26,215       179,058  
Shares issued from exercise of options     459,820       1,159       (532 )     -       -       (532 )     -       627  
Shares issued from vesting of RSUs     68,751       69       (69 )     -       -       (69 )     -       -  
Share-based compensation expense     -       -       529       -       -       529       -       529  
Comprehensive income     -       -       -       -       620       620       28,470       29,090  
Balance, March 31, 2026     92,490,699       147,394       7,874       1,949       (2,598 )     7,225       54,685       209,304  

 

The accompanying notes are an integral part of the condensed interim consolidated financial statements.

 

7

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

1. NATURE OF OPERATIONS

 

Santacruz Silver Mining Ltd. (the “Company” or “Santacruz”) was incorporated pursuant to the Business Corporations Act of British Columbia on January 24, 2011. The Company’s registered office is located at 1111 West Hastings Street, 15th Floor, Vancouver, British Columbia, Canada V6E 2J3. The Company is listed for trading on the TSX Venture Exchange (“TSX-V”) under the symbol “SCZ” and on the Nasdaq Capital Market (“NASDAQ”) under the symbol “SCZM”.

 

The Company is engaged in the operation, acquisition, exploration and development of mineral properties in Latin America, with a primary focus on silver and zinc, but also including lead and copper. The company also generates sales revenue from ore processing that come from the sale of metal concentrates obtained from processing ore purchased from third-party miners in Bolivia.

 

As at March 31, 2026, the Company had interests in, including mining concession rights, to the following:

 

  Sinchi Wayra S.A. (“Sinchi Wayra”), Sociedad Minero Metalurgico Reserva Ltda. and Sociedad Minera Illapa S.A. (“Illapa”) which consist of the following mineral properties and businesses located in Bolivia: the producing Tres Amigos and Colquechaquita mines, collectively the (“Caballo Blanco Group”); the producing Bolivar and Porco mines held under a net operating cash flow interest agreement with Corporación Minera de Bolivia (“COMIBOL”), a Bolivian state-owned entity; the Soracaya exploration project (“Soracaya Project”); the Reserva mine and the San Lucas ore sourcing and trading business (“San Lucas Group”);
     
  The producing Zimapan mine located in Mexico held by Compañía Minera Zilar Mendi SA de C.V (“Zilar Mendi”).

 

2. BASIS OF PRESENTATION

 

These unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34, “Interim Financial Reporting” which is part of IFRS Accounting Standards (“IFRS® Accounting Standards”) as issued by the International Accounting Standards Board (“IASB”). Because these statements have been prepared in accordance with IAS 34, certain disclosures included in the annual financial statements have been condensed or omitted. These unaudited condensed consolidated interim financial statements should be read in conjunction with the audited annual consolidated financial statements for the year ended December 31, 2025.

 

These unaudited condensed interim consolidated financial statements were approved by the Board of Directors of the Company on May 14, 2026.

 

References made throughout the consolidated financial statements to “US dollar” or “USD” are to United States dollars, “C$” or “CAD” are to Canadian dollars, “MXN” are to Mexican pesos, “BOB” are to Bolivian bolivianos. All references are in thousands, unless otherwise noted.

 

On December 10, 2025 the Company consolidated its issued and outstanding common shares on the basis of one post-consolidated common share for every four pre-consolidated common shares. The number of issued and outstanding shares, options, warrants, DSUs, RSUs and PSUs, and any per share amounts in these financial statements have been retrospectively restated in notes 10, 13, and 23 for all periods presented unless otherwise stated.

 

3. MATERIAL ACCOUNTING POLICIES

 

The accounting policies applied in the preparation of these unaudited condensed consolidated interim financial statements are consistent with those applied and disclosed in the Company’s audited consolidated financial statements for the year ended December 31, 2025 and reflect all the adjustments necessary for fair presentation in accordance with IFRS for the interim periods presented.

 

8

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

3. MATERIAL ACCOUNTING POLICIES (continued)

 

New IFRS accounting standards and pronouncements – not yet adopted

 

IFRS 18: Presentation and Disclosure in Financial Statements

 

In April 2024, the IASB issued IFRS 18: Presentation and Disclosure of Financial Statements (“IFRS 18”), which replaces IAS 1: Presentation of Financial Statements. IFRS 18 introduces a specified structure for the income statement by requiring income and expenses to be presented into the three defined categories of operating, investing and financing, and by specifying certain defined totals and subtotals. Where company-specific measures related to the income statement are provided, IFRS 18 requires companies to disclose explanations around these measures, which are referred to as management-defined performance measures. IFRS 18 also provides additional guidance on principles of aggregation and disaggregation which apply to the primary financial statements and the notes. IFRS 18 will not affect the recognition and measurement of items in the financial statements, nor will it affect which items are classified in other comprehensive income and how these items are classified. Some of the requirements in IAS 1 are moved to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and IFRS 7 Financial Instruments: Disclosures. The IASB also made minor amendments to IAS 7 Statement of Cash Flows and IAS 33 Earnings per Share in connection with the new standard.

 

The standard is effective for reporting periods beginning on or after January 1, 2027, including for interim financial statements. Retrospective application is required, and early application is permitted. The Company is currently assessing the effect of this new standard to its financial statements.

 

New IFRS accounting standards and pronouncements –adopted

 

Amendments to IFRS 9: Financial Instruments and IFRS 7: Financial Instruments: Disclosures

 

In May 2024, the IASB issued amendments to update classification and measurement requirements in IFRS 9: Financial Instruments, and related disclosure requirements in IFRS 7: Financial Instruments: Disclosures. The IASB clarified the recognition and derecognition date of certain financial assets and liabilities, and amended the requirements related to settling financial liabilities using an electronic payment system. It also clarified how to assess the contractual cash flow characteristics of financial assets in determining whether they meet the solely payments of principal and interest criterion, including financial assets that have environmental, social and corporate governance (ESG)-linked features and other similar contingent features. The IASB added disclosure requirements for financial instruments with contingent features that do not relate directly to basic lending risks and costs and amended disclosures relating to equity instruments designated at fair value through other comprehensive income. The amendments are effective for annual periods beginning on or after January 1, 2026 with early application permitted. The Company has adopted the amendments with no material impact to the current reporting period.

 

The preparation of the financial statements in conformity with IFRS requires management to select accounting policies and make estimates and judgments that may have a material impact on the financial statements. Estimates are continuously evaluated and are based on management’s experience and expectations of future events that are believed to be reasonable under the circumstances. Actual outcomes may differ from these estimates. The Company’s critical accounting judgments and estimates have been consistently applied with those presented in Note 4 of the audited annual consolidated financial statements for the years ended December 31, 2025, and 2024.

 

4. CASH AND CASH EQUIVALENTS

 

A summary of the Company’s cash and cash equivalents is as follows:

 

   

March 31,

2026

    December 31,
2025
 
    $     $  
Cash     41,925       41,607  
Cash equivalents     726       2,660  
Total     42,651       44,267  

 

9

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

5. TRADE AND OTHER RECEIVABLES

 

A summary of the Company’s trade and other receivables is as follows:

 

   

March 31,

2026

    December 31,
2025
 
    $     $  
Trade receivables     31,117       20,371  
COMIBOL contract prepayment     1,838       1,995  
COMIBOL initial investment period CAPEX receivable (note 5(a))     2,341       2,540  
Uncertain income tax position receivable (note 18(c))     8,624       9,356  
VAT receivable     48,199       51,817  
Other receivables     2,141       2,320  
Balance, current portion     94,260       88,399  
COMIBOL initial investment period CAPEX receivable (note 5(a))     13,084       13,653  
VAT receivable     26,071       20,127  
Other receivables     2,469       2,469  
Balance, non-current portion     41,624       36,249  
      135,884       124,648  

 

a) COMIBOL initial investment period CAPEX receivable

 

The COMIBOL initial investment period CAPEX receivable is a reimbursement of 22.5% of a pre-defined amount of capital investments made by the Company from 2012 to 2019 in the Illapa Joint Operation. The refundable amount becomes available for the Company to offset against amounts due to COMIBOL for its 55% interest in the operation over seven years from 2020 to 2026. If the joint operation does not produce sufficient positive cash flows, COMIBOL can defer payment until cash flows are positive at which point the amounts receivable can be used to reduce the amount due to COMIBOL for its 55% share of the interest in the operation. If the operation does not generate enough positive cash flows to offset amounts due, the outstanding amount receivable will be paid by COMIBOL at the end of the agreement. The classification between current and non-current has been made based upon management’s best estimate of when the receivable will be used to offset future payments to COMIBOL for its 55% interest.

 

The timing of the cash flows will vary depending on the operational results from the joint operation and how much is payable to COMIBOL for their 55% interest in the operation. Depending on estimates and actual results each period the asset will be revalued to reflect the timing of the expected cash flows and will be discounted using the same effective rate at acquisition resulting in recognizing a gain or loss on the re-estimation of cash flows related the CAPEX receivable.

 

6. INVENTORIES

 

A summary of the Company’s inventories is as follows:

 

   

March 31,

2026

    December 31,
2025
 
    $     $  
Mineralized material stockpiles     17,933       11,983  
Concentrate inventory     21,190       30,172  
Supplies inventory     15,700       15,362  
Total     54,823       57,517  

 

During the three months ended March 31, 2026, the inventory recognized as cost of sales was $77,363 (2025 -$37,878), which includes production costs directly attributable to the inventory production process.

 

During the three months ended March 31, 2026, the Company recognized through cost of sales a net realizable value write-off of inventory for $nil (2025 – $nil).

 

10

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

7. MINERAL PROPERTIES, PLANT AND EQUIPMENT

 

A summary of the Company’s Mineral Properties, Plant and Equipment is as follows:

 

    Depletable mineral properties     Exploration and evaluation    

 

 

Plant and equipment

    Total  
    $     $     $     $  
Cost                                
Balance, December 31, 2024     115,721       12,189       115,807       243,717  
Additions     9,212       -       21,407       30,619  
Change in decommissioning and restoration costs (note 12)     3,006       -       -       3,006  
Disposals     (3,244 )     -       (3,758 )     (7,002 )
Adjustments     2,071       -       2,017       4,088  
Balance, December 31, 2025     126,766       12,189       135,473       274,428  
Additions     3,546       -       6,312       9,857  
Change in decommissioning and restoration costs (note 12)     (3,467 )     -       -       (3,467 )
Disposals     -       -       (1,578 )     (1,578 )
Balance, March 31, 2026     126,845       12,189       140,207       279,240  
                                 
Accumulated depreciation and impairment                                
Balance, December 31, 2024     50,013       -       48,971       98,984  
Depletion, depreciation and amortization     7,199       -       14,378       21,577  
Disposals     (3,245 )     -       (3,446 )     (6,691 )
Adjustments     (513 )     -       513       -  
Balance, December 31, 2025     53,454       -       60,416       113,870  
Depletion, depreciation and amortization     2,500       -       4,797       7,297  
Disposals     (20 )     -       (1,578 )     (1,598 )
Balance, March 31, 2026     55,934       -       63,635       119,569  
                                 
Cost as at December 31, 2025     126,766       12,189       135,473       274,428  
Accumulated depreciation and impairment     53,454       -       60,416       113,870  
Carrying value - December 31, 2025     73,312       12,189       75,057       160,558  
                                 
Cost as at March 31, 2026     126,845       12,189       140,207       279,240  
Accumulated depreciation and impairment     55,934       -       63,635       119,568  
Carrying value – March 31, 2026     70,911       12,189       76,572       159,672  

 

As at March 31, 2026, the Company’s plant and equipment included right-of-use assets with a carrying amount of $47 for leased mining equipment (December 31, 2025 - $2,926). Depreciation on the right of use assets for the three months ended March 31, 2026 was $69 (December 31, 2025 - $509).

 

A summary of the Company’s Goodwill and allocation to each CGU is as follows:

 

   

March 31,

2026

    December 31,
2025
 
    $     $  
Caballo Blanco Group (Tres Amigos mine)     2,963       2,963  
San Lucas Group     12,503       12,503  
Goodwill     15,466       15,466  

 

11

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

8. TRADE PAYABLES AND ACCRUED LIABILITIES

 

A summary of the Company’s trade payables and accrued liabilities is as follows:

 

   

March 31,

2026

    December 31,
2025
 
    $     $  
Trade payables     27,820       34,541  
COMIBOL contract obligations (note 8(a))     6,606       7,167  
Accrued liabilities     14,894       12,861  
Balance, end of period     49,320       54,569  
Less: current portion     (42,714 )     (47,402 )
Non-current portion     6,606       7,167  

 

a) COMIBOL contract obligations

 

COMIBOL contract obligations represent the Company’s obligation to pay its portion of committed funding related to the investment of inventories and fixed assets made prior to 2013 under the previous contract of $4,322, and COMIBOL’s share of the VAT receivable of $2,284 (all of which classified as non-current).

 

9. CONSIDERATION PAYABLE

 

On March 18, 2022, the Company acquired 100% ownership of Sinchi Wayra and Illapa (the “Acquisition”) from Glencore plc (“Glencore”) under the terms and conditions outlined in the Share Purchase Agreement (“SPA”). The SPA was amended on October 3, 2024 by entering into a definitive omnibus agreement.

 

The following table summarizes the consideration payable to Glencore under the omnibus agreement:

 

   

March 31,

2026

    December 31,
2025
 
    $     $  
Contingent value rights (note 9(b))     19,278       20,243  
Balance, end of period     19,278       20,243  
Less: current portion     -       -  
Non-current portion     19,278       20,243  

 

a) Base purchase price

 

The base purchase price was to pay up to $80,000 in cash to Glencore in eight equal annual instalments of $10,000 each (the “Base Purchase Price” or “BPP”) with the first payment being made on or before November 1, 2025. The base purchase price obligation had an option to accelerate the payment of the outstanding balance reducing it to $40,000 if exercised prior to November 1, 2025. On September 4, 2025 the Company exercised the acceleration option and fully settled the base purchase price liability for $40,000.

 

b) Contingent value rights & additional payments

 

The Company granted a contingent value right (the “CVR”) to Glencore whereby the Company will pay Glencore a monthly payment of $1,333 (the “CVR Payment”), subject to a total cap of $77,700 (the “Valuation Cap”), in the event that in any calendar month after the date the parties enter into the Term Sheet, the average London Metal Exchange (“LME”) spot price of zinc (or the highest open hedge price if the Hedging Option (as defined below) has been exercised) in the calendar month is at least $3,850 per tonne (the “Base Price”). The CVR Payment will increase by $83 for each increase of $100 per tonne above the Base Price and up to a price of $5,049.99 per tonne.

 

12

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

9. CONSIDERATION PAYABLE (continued)

 

In addition to the CVR Payment, in the event the average LME spot price of zinc (or the highest open hedge price if the Hedging Option has been exercised) in a calendar month is at least $5,050 per tonne (the “Additional Payment Price”), the CVR Payment will increase by $83 for each increase of $100 per tonne above the Additional Payment Price and the Company will pay Glencore a monthly payment of $83 as a Bonus Payment that will increase by $83 for each increase of $100 per tonne above the Additional Payments Price. The Bonus Payment is not considered as part of the CVR Payment.

 

Upon the occurrence of the monthly average zinc LME spot price exceeding the Base Price, Glencore can require the Company to hedge a limited amount of zinc production from its Bolivian mining operations (so long as the hedging price would exceed the Base Price) subject to certain conditions (the “Hedging Option”).

 

The CVR and Additional Payments will be effective from the date of the omnibus agreement until the earlier of December 31, 2032 and the date the Valuation Cap is reached. The Additional Payments and the Hedging Option will terminate once the Company is no longer obligated to make CVR Payments.

 

The fair value at the initial recognition of the CVR was calculated using a Monte Carlo Simulation with key inputs and assumptions including the zinc spot price ($2,974 per tonne), the expected price of zinc in each year until December 31, 2032, the market risk-free rate and credit spread and the volatility and variability of historical zinc prices.

 

The Company performed a valuation exercise as at March 31, 2026 and determined a fair value of the CVR of $19,278 (December 31, 2025 - $20,243). The gain on change in fair value attributed to the CVR was $965 for the three months ended March 31, 2026 (2025 – loss of $359), which is recorded as an other expense (Note 17).

 

The following table summarizes the details of the consideration payable to Glencore:

 

   

BPP

(a)

   

CVRs

(b)

    Total  
    $     $     $  
Balance, December 31, 2024     34,625       10,158       44,783  
Loss on change in fair value of consideration payable     5,375       10,085       15,460  
Payment of base purchase price obligation     (40,000 )     -       (40,000 )
Balance, December 31, 2025     -       20,243       20,243  
Less: current portion     -       -       -  
Non-current portion     -       20,243       20,243  
                         
Balance, December 31, 2025     -       20,243       20,243  
Gain on change in fair value of consideration payable     -       (965 )     (965 )
Balance, March 31, 2026     -       19,278       19,278  
Less: current portion     -       -       -  
Non-current portion     -       19,278       19,278  

 

13

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

10. LOANS PAYABLE

 

A summary of the Company’s loans payable is as follows:

 

    Bank facilities
(a)
    Trafigura loan facility (b)     Other loans payable (c)    

Promissory loan payable

(d)

    Total  
    $     $     $     $     $  
Balance, December 31, 2024     14,791       4,034       744       -       19,569  
Proceeds advanced     44,279       -       16,993       11,684       72,956  
Interest expense     1,223       336       -       569       2,128  
Foreign exchange loss or gain     3,797       -       5,270       (160 )     8,907  
Repayment with cash     (32,595 )     (1,848 )     (17,131 )     -       (51,574 )
Balance, December 31, 2025     31,495       2,522       446       17,523       51,986  
Less: Current portion     (31,495 )     (1,412 )     (212 )     (17,523 )     (50,642 )
Non-current portion     -       1,110       234       -       1,344  
                                         
Balance, December 31, 2025     31,495       2,522       446       17,523       51,986  
Proceeds advanced     24,341       -       6       -       24,347  
Interest expense     610       47       -       218       875  
Foreign exchange gain     (2,588 )     -       (35 )     (1,132 )     (3,755 )
Repayment with cash     (13,518 )     (2,569 )     (52 )     (8,472 )     (24,611 )
Balance, March 31, 2026     40,340       -       365       8,137       48,842  
Less: Current portion     (40,340 )     -       (150 )     (8,137 )     (48,627 )
Non-current portion     -       -       215       -       215  

 

a) Bank facilities

 

The Company has a secured credit facility denominated in Bolivian Bolivianos with Banco BISA S.A. of BOB 55,000 ($6,064), which is comprised of 1) a revolving credit facility of BOB 48,800 ($5,380) for the financing of mining operations and working capital with a fixed interest rate between 6.0% and 10.00% per annum; and 2) a “loan guarantee” credit facility of BOB 6,200 ($684) for the purpose of providing collateral to the Bolivian government for VAT refunds collected prior to the completion of the audit process by the Bolivian tax authority. In Bolivia, companies have the option to receive VAT refunds in advance of the audit process being completed if a loan guarantee for the refund amount is provided. The BOB 55,000 ($6,064) total credit facility is secured by certain real estate assets in Bolivia.

 

The BOB 48,800 ($5,380) revolving credit facility for working capital purposes can be drawn down at BOB 3,480 ($384) increments and automatically rolls over at maturity once fully repaid. As at March 31, 2026, BOB 48,720 ($5,372) (December 31, 2025 – BOB 48,720 ($5,828)), was drawn down from this credit facility.

 

As at March 31, 2026, BOB 1,377 ($152) of the BOB 6,200 ($684) loan guarantee credit facility was used to provide collateral to the Bolivian government on VAT refunds received (December 31, 2025 – BOB 1,703 ($204)).

 

On April 24, 2025, Sociedad Minera Illapa S.A. obtained a 360-day bank loan from Banco BISA S.A. with a fixed interest rate of 6.0% per annum. The facility is secured by a standby letter of credit guarantee issued by Stifel Bank where the marketable securities are held as collateral (refer to note 20). As at March 31, 2026, the loan amount outstanding was BOB 90,500 ($9,978) (December 31, 2025 – BOB 90,500 ($10,825)).

 

The Company also has an unsecured revolving credit facility for working capital requirements and a loan guarantee with Banco de Crédito de Bolivia S.A. for a total of BOB 48,020 ($5,294). The credit facility has a weighted average fixed interest rate of 10.00% per annum and the weighted average interest rate on the loan guarantee facility is 2.0%.

 

As at March 31, 2026, BOB 50,078 ($5,521) (December 31, 2025 - BOB 50,078 ($5,990)) was drawn down on the credit facility and $208 (December 31, 2025 - $nil) was used on the loan guarantee. The credit facility has varying maturity dates between April and August 2026.

 

14

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

10. LOANS PAYABLE (continued)

 

The loan guarantee is used for the purpose of providing collateral to the Bolivian government for VAT refunds collected prior to the completion of the audit process by the Bolivian tax authority. All credit facilities are denominated in Bolivian Bolivianos.

 

On March 31, 2025, Sociedad Minera Illapa S.A. obtained 180-day bank loan outstanding for BOB 45,962 ($5,498) from Banco de Crédito de Bolivia S.A. with a fixed interest rate of 6.00% per annum. The facility is secured by a standby letter of credit guarantee issued by Stifel Bank where the company holds some of its USD cash balances from sales revenues (refer to note 20). On March 16, 2026, the loan rolled over for an additional 180 calendar days for an amount of BOB 45,962 ($5,067) with a fixed interest rate of 10%.

 

On February 14, 2026 the Company obtained an unsecured 6 month working capital term loan for BOB 17,150 ($1,891) with a fixed interest rate of 10.0% with repayment of interest and principal at the end of the term from Banco Mercantil Santa Cruz S.A.

 

On March 17, 2026, the Company received a working capital term loan from Banco BISA S.A. for BOB 14,000 ($1,544). The loan term is 180 calendar days and due on September 13, 2026. The loan is unsecured and has a fixed interest rate of 10%.

 

On March 31, 2026, the Company obtained an additional working capital term loan from Banco BISA S.A. for BOB 69,986 ($7,716). The loan term is 360 calendar days and due on March 26, 2027. The loan is unsecured and has a fixed interest rate of 10%.

 

b) Trafigura loan facility

 

On April 23, 2021, in connection with the acquisition of Zimapan, Trafigura Mexico, S.A. de C.V. (“Trafigura”) loaned the Company $17,616 under a new loan facility (“Trafigura Loan Facility”).

 

The Trafigura Loan Facility is secured by a first charge over all Zimapan Mine assets and all other material rights and properties owned by Zilar Mendi.

 

In the third quarter of 2024, the Company entered into a new amended and restated agreement to settle the outstanding principal amount of $4,156. The amended agreement has the same annual interest rate as the original agreement (1-month SOFR + 6.5%) and is for a period of 36 months, ending on October 31, 2027. The loan is repayable in monthly installments of principal plus accrued interest for the respective period.

 

On January 29, 2026, the Company made an early payment to settle the remaining balance of the loan facility, fully extinguishing the liability.

 

15

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

10. LOANS PAYABLE (continued)

 

c) Other loans payable

 

In the fourth quarter of 2022, the Company entered into contracts to sell trucks and machinery for net proceeds of $1,310. The Company subsequently leased the trucks and machinery back from the counterparty for a period of five years at a financing charge of 10.0% per annum and is required to make quarterly lease payments plus accrued interest. As the contracts provide the Company the right to repurchase the trucks and machinery at the end of the term for their residual value of 1%, the Company has an irrevocable right to repurchase the assets, and control of the assets did not transfer to the counterparty. Hence, these contracts are accounted for as financing transactions in accordance with IFRS 9 - Financial Instruments, rather than as sale and leaseback transactions under IFRS 16 - Leases. In accordance with IFRS 9, these contracts were recorded as a financial liability at amortized cost using the effective interest rate method. As at March 31, 2026, the financial liability was $362 (December 31, 2025 - $446).

 

During December 2025, Sociedad Minera Illapa S.A. received BOB 20,000 ($2,392) from Banco BISA S.A. to cover payroll costs. The loan term is 180 calendar days and due on June 15, 2026. The loan is unsecured and has a fixed annual nominal rate of 10%.

 

d) Promissory notes

 

The San Lucas Promissory Notes Issuance program allows the Company to issue up to BOB 140,000 ($16,746) in the Bolivian stock market (Bolsa Boliviana de Valores). On February 20, 2025, the Company completed its first offering of BOB 70,000 ($7,718), the notes were denominated in Bolivian Bolivianos and had a 6.50% interest rate and a maturity date of February 15, 2026. On February 27, 2026, the Company repaid the notes settling the liability in full.

 

On August 8, 2025, the Company completed a second offering of BOB 70,000 ($7,718) in promissory notes under its San Lucas Promissory Notes Issuance program. The notes under the second offering have an interest rate of 7.00% and a maturity date of June 15, 2026 and are unsecured.

 

On April 8, 2026, the Company completed its third offering of BOB 70,000 ($7,718). The notes have an annual interest rate of 10.8168%, mature on March 22, 2027, and are unsecured.

 

In accordance with IFRS 9, these contracts were recorded as a financial liability at amortized cost using the effective interest rate method. The promissory notes require that San Lucas maintain a current ratio greater than 1.15, a debt service ratio greater than 1.5, and that the debt to equity ratio not exceed 1.85. The Company is fully compliant with all financial covenants stipulated as at March 31, 2026.

 

e) Bonds

 

On December 30, 2024, the Financial System Supervisory Authority (ASFI) authorized the San Lucas Bonds Program. The San Lucas Bonds program allows the Company to issue up to $40,000 of unsecured bonds in the Bolivian Stock market (Bolsa Boliviana de Valores), the bonds can be denominated in USD or Bolivian Bolivianos. As at March 31, 2026, no bonds have been issued under the program.

 

16

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

11. OTHER LIABILITIES

 

A summary of the Company’s other liabilities is as follows:

 

   

March 31,

2026

    December 31,
2025
 
    $     $  
Post Employment Benefits (note 11(a))     12,283       12,608  
Lease liability     61       867  
Other taxes payable (note 11(b))     8,738       5,106  
Long-term portion of current income taxes payable     541       713  
Participation payable to COMIBOL for interest in joint operation (note 11(c))     5,045       8,873  
Other liabilities     1,856       1,250  
Balance, end of the period     28,524       29,417  
Less: current portion     (12,234 )     (8,876 )
Non-current portion     16,290       20,541  

 

a) Post-employment benefits

 

As at March 31, 2026, the Company recognized a provision of $2,018 ($1,933 as at December 31, 2025) for payments that must be made to employees upon termination of employment which is required by Mexican labour legislation. A provision of $10,265 ($9,694 as at December 31, 2025) has been recognized in Bolivia which entitles employees to receive a payment after five years of employment, if the employee resigns or is terminated before the 5-year period they are entitled to receive the amount accrued at the time of separation. Based on expected employee turnover, these provisions are considered non-current.

 

b) Other taxes payable

 

Other taxes payable includes amounts payable to the Mexican and Bolivian tax authorities for miscellaneous taxes such as payroll taxes, withholding taxes, VAT payables and income taxes from prior periods which are being paid under an installment plan.

 

c) Participation payable to COMIBOL for interest in joint operation

 

The net participation payable to COMIBOL is derived from the Illapa Joint Operation. The Company is solely responsible for 100% of certain transactions specified in the agreement and such transactions are recorded as liabilities where there is a net amount payable to COMIBOL.

 

17

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

12. DECOMMISSIONING AND RESTORATION PROVISION

 

The Company has an obligation to undertake decommissioning, restoration, rehabilitation and environmental work when environmental disturbance is caused by the development and ongoing production of a mining operation. Movements in decommissioning liabilities during the three months ended March 31, 2026 and 2025 are allocated as follows:

 

    Bolivar     Porco     Caballo Blanco Group     San Lucas Group     Zimapan     Total  
    $     $     $     $     $     $  
Balance, December 31, 2024     3,666       6,256       7,543       3,006       5,205       25,676  
Change in estimate     813       1,113       570       399       111       3,006  
Reclamation work performed     (20 )     (7 )     (72 )     (30 )     -       (129 )
Accretion     250       423       698       286       490       2,147  
Foreign exchange gain     443       655       2,445       1,104       669       5,316  
Balance, December 31, 2025     5,152       8,440       11,184       4,765       6,475       36,016  
Less: current portion     (84 )     (15 )     (650 )     (73 )     -       (822 )
Non-current portion     5,068       8,425       10,534       4,692       6,475       35,194  
                                                 
Balance, December 31, 2025     5,068       8,425       10,534       4,692       6,475       35,194  
Change in estimate     (183 )     (296 )     (1,846 )     (728 )     (415 )     (3,468 )
Reclamation work performed     (1 )     (1 )     (20 )     (20 )     -       (42 )
Accretion     126       206       261       109       141       843  
Foreign exchange gain     (473 )     (777 )     (1,006 )     (429 )     12       (2,673 )
Balance, March 31, 2026     4,621       7,572       8,573       3,697       6,213       30,676  
Less: current portion     (82 )     (19 )     (565 )     (63 )     -       (729 )
Non-current portion     4,539       7,553       8,008       3,634       6,213       29,947  

 

A provision for decommissioning liabilities is estimated based on current regulatory requirements and is recognized at the present value of such costs. The expected timing of cash flows in respect of the provision is based on the estimated life of the Company’s mining operations.

 

    Decommissioning and restoration provisions - March 31, 2026  
    Bolivar     Porco     Caballo Blanco Group     San Lucas Group     Zimapan  
Undiscounted uninflated estimated cash flow   $ 4,243     $ 6,924     $ 7,747     $ 3,242     $ 9,798  
Discount rate     10.3 %     10.3 %     10.7 %     10.7 %     8.9 %
Inflation rate     17.4 %     17.4 %     17.4 %     17.4 %     3.6 %

 

    Decommissioning and restoration provisions - December 31, 2025  
    Bolivar     Porco     Caballo Blanco Group    

San Lucas

Group

    Zimapan  
Undiscounted uninflated estimated cash flow   $ 4,248     $ 6,925     $ 7,829     $ 3,250     $ 9,791  
Discount rate     10.2 %     10.2 %     9.9 %     9.6 %     8.7 %
Inflation rate     20.2 %     20.2 %     20.2 %     20.2 %     3.6 %

 

18

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

13. SHARE CAPITAL

 

a) Authorized share capital

 

The Company is authorized to issue an unlimited number of common shares without par value.

 

b) Issued – share capital

 

During the three months ended March 31, 2026, the Company issued 68,751 common shares from the vesting of RSUs and issued 459,820 common shares from the exercise of options for proceeds of $627. During the three months ended March 31, 2025, the Company issued $-nil common shares.

 

c) Stock options

 

On November 25, 2025 at the Company’s annual general meeting, shareholders re-approved the omnibus equity incentive plan (the “Omnibus Incentive Plan”). Pursuant to the Omnibus Incentive Plan, the Company may grant options, RSUs, PSUs, and DSUs to directors, officers, employees, management company employees, and consultants of the Company and its subsidiaries. The maximum number of shares available for issuance under the Omnibus Incentive Plan is limited to 10% of the issued and outstanding common shares.

 

Pursuant to the Omnibus Incentive Plan, options granted have a maximum term of ten years and the vesting provisions of options granted are at the discretion of the Board of Directors. Options are non-transferrable and the exercise price of the options shall be determined by the Board of Directors at the time the options are granted but in no event shall be lower than the discounted market price permitted by the TSX-V.

 

The following is a summary of the Company’s stock options granted, exercised and cancelled for the three months ended March 31, 2026 and for the year ended December 31, 2025:

 

    Number of stock options     Weighted average exercise price  
    #     C$  
Balance, December 31, 2024     3,612,500       1.84  
Granted     862,500       4.40  
Exercised     (2,663,544 )     1.94  
Cancelled     (54,166 )     3.54  
Balance, December 31, 2025     1,757,290       2.89  
Granted     45,000       17.18  
Exercised     (470,834 )     2.17  
Balance, March 31, 2026     1,331,456       3.63  

 

As at March 31, 2026, the Company had the following stock options outstanding:

 

          Options outstanding     Options exercisable  
Grant Date   Date of expiry     Number of options     Weighted average exercise price     Weighted average remaining years     Number of options     Weighted average exercise price     Weighted average remaining years  
                C$                 C$        
May 07, 2021   May 7, 2026       250,000       1.88       0.10       250,000       1.88       0.10  
August 1, 2024   August 01, 2029       327,083       1.60       3.34       181,250       1.60       3.34  
October 16, 2024   October 16, 2029       18,750       1.64       3.55       18,750       1.64       3.55  
June 26, 2025   June 26, 2030       690,623       4.40       4.24       140,628       4.40       4.24  
February 27, 2026   February 27, 2031       45,000       17.18       4.92       -       -       -  
Balance, March 31, 2026           1,331,456       3.63       3.26       590,628       2.39       2.19  

 

During the three months ended March 31, 2026, the Company recognized share-based compensation expense of $292 (2025 - $50) based on the fair value of the options granted in the current and prior years.

 

19

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

13. SHARE CAPITAL (continued)

 

The weighted average assumptions used in the Black-Scholes option pricing model were as follows:

 

Assumption   Based on   2026     2025  
Risk-free rate (%)   Yield curves on Canadian government zero-coupon bonds with a remaining term equal to the stock options’ expected life   2.62%     2.83%  
Expected life (years)   Expiry term of the options     5 years       5 years  
Expected volatility (%)   Historical volatility of the Company’s share price     91.86 %     89.86 %
Dividend yield (%)   Annualized dividend rate as of the date of grant     Nil       nil  

 

The weighted average closing share price on the date of the option exercises for the three months ended March 31, 2026 was $14.12 per share (year ended December 31, 2025 - C$8.58).

 

e) Restricted Share Units (RSU)

 

RSUs are non-transferrable awards for service which upon vesting and settlement entitle the recipient to receive cash or common shares of equivalent value at the discretion of the Company. The choice of settlement method is at the Company’s sole discretion and the RSUs have been accounted for assuming they will be settled through equity. Vesting conditions for RSUs are set by the Board of Directors.

 

The following is a summary of the Company’s RSUs for the three months ended March 31, 2026 and for the years ended December 31, 2025 and December 31, 2024:

 

    Number of RSUs outstanding     Weighted average fair value  
    C$  
Balance, December 31, 2024     206,250       1.38  
Granted     238,750       3.92  
Vested     (148,334 )     2.74  
Balance, December 31, 2025     296,666       2.74  
Granted     39,000       13.55  
Vested     (68,751 )     1.38  
Balance, March 31, 2026     266,915       4.67  

 

As at March 31, 2026, the Company had the following RSUs outstanding:

 

 

 

Grant Date

  Vesting Date   Number of RSUs outstanding     Weighted average fair value     Weighted average years until vesting  
        C$  
August 1, 2024   March 31, 2027     68,749       1.38       1.00  
June 26, 2025   June 26, 2026     79,586       3.92       0.24  
June 26, 2025   June 26, 2027     79,580       3.92       1.24  
January 05, 2026   January 05, 2027     13,000       13.55       0.77  
January 05, 2026   January 05, 2028     13,000       13.55       1.77  
January 05, 2026   January 05, 2029     13,000       13.55       2.77  
Balance, March 31, 2026         266,915       4.67       0.96  

 

During the three months ended March 31, 2026, the Company recognized share-based compensation expense of $148 (2025 – $73) related to RSUs.

 

20

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

13. SHARE CAPITAL (continued)

 

f) Deferred Share Units (DSU)

 

DSUs are non-transferrable awards that become payable upon termination of service of the participant. Vesting conditions for DSUs are set by the Board of Directors. Upon settlement, DSUs entitle the recipient to receive cash or common shares of an equivalent value at the discretion of the Company. Timing of settlement after vesting occurs at the discretion of the participant and communicated to the Company by the participant in writing at least fifteen days prior to the designated day, or an earlier date as the participant and the Company pay agree. If no notice is given by the participant for a designated day, the DSUs shall be payable on the first anniversary of the date on which the participant’s termination of service, or any earlier period on which the DSUs vest, at the sole discretion of the participant.

 

The following is a summary of the Company’s DSUs for the three months ended March 31, 2026 and year ended December 31, 2025:

    Number of DSUs outstanding     Weighted average fair value  
    C$  
Balance, December 31, 2024     -       -  
Granted     168,750       1.38  
Balance, December 31, 2025     168,750       1.38  
Balance, March 31, 2026     168,750       1.38  

 

As at March 31, 2026, the Company had the following DSUs outstanding:

 

Grant Date   Vesting Date   Number of DSUs outstanding     Weighted average fair value     Weighted average years until vesting  
        #     C$     years  
August 1, 2024   August 1, 2025     168,750       1.38       0.00  
Balance, March 31, 2026         168,750       1.38       0.00  

 

During the three months ended March 31, 2026, the Company recognized share-based compensation expense of $nil (2025 – $41) related to DSUs.

 

g) Performance Share Units (PSU)

 

PSUs are non-transferrable awards that will vest and become payable upon the attainment of performance criteria within a certain period, the criteria and the evaluation of performance in relation to the criteria is determined by the Board of Directors. PSUs are settled through cash or the issuance of common shares of equivalent value at the discretion of the Company. The choice of settlement method is at the Company’s sole discretion.

 

The following is a summary of the Company’s PSUs for the three months ended March 31, 2026 and the years ended December 31, 2025 and December 31, 2024:

 

    Number of PSUs outstanding     Weighted average fair value  
    C$  
Balance, December 31, 2024     250,000       1.38  
Granted     125,000       3.92  
Vested     (200,000 )     1.38  
Cancelled     (50,000 )     1.38  
Balance, December 31, 2025     125,000       3.92  
Granted     125,000       3.92  
Balance, March 31, 2026     125,000       3.92  

 

21

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

13. SHARE CAPITAL (continued)

 

As at March 31, 2026, the Company had the following PSUs outstanding:

 

 

 

Grant Date

  Vesting Date   Number of PSUs outstanding     Weighted average fair value     Weighted average years until vesting  
        C$  
June 26, 2025   June 26, 2026     125,000       3.92       0.24  
Balance, March 31, 2026         125,000       3.92       0.24  

 

During the three months ended March 31, 2026, the Company recognized share-based compensation expense of $89 (2025 – $36) related to PSUs.

 

14. REVENUES

 

The Company’s sales revenue is generated from the following significant components:

 

    Three months ended March 31,  
    2026     2025  
    $     $  
Sales revenue from mining operations (note 14(a))     68,601       52,491  
Sales revenue from ore processing (note 14(b))     58,928       17,823  
      127,529       70,314  

 

a) Sales revenue from mining operations

 

Sales revenue comes from the sale of metal concentrates which primarily contain silver and zinc but also includes lead and copper. All sales revenue from mining operations is generated from concentrate sales derived from ore that was extracted from the Company’s mineral properties. To generate revenues from the Company’s mineral properties, the Company is responsible and incurs costs for the operation, acquisition, exploration and development of those properties.

 

b) Sales revenue from ore processing

 

Sales revenue from ore processing comes from the San Lucas feed sourcing business located in Bolivia. The feed sourcing business generates revenue from the sale of metal concentrates derived from ore purchased from third-party miners. Third-party miners are paid based upon the metal content of the ore provided and the prevailing metal prices at the time of purchase. After purchasing the ore, the Company assumes full ownership of the ore and is responsible for the processing and sale of the final product which is metal concentrates. The San Lucas ore sourcing and trading business operates under a margin-based business model that maintains contribution margins by aligning ore purchase costs with its metallurgical content and optimizes mill capacity utilization.

 

22

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

15. COST OF SALES

 

Cost of sales excluding depletion, depreciation and amortization are costs that directly relate to production and generation of revenues at the operating segments. Significant components of cost of sales are comprised of the following:

 

    Three months ended March 31,  
    2026     2025  
      $       $  
Consumables and materials     4,045       2,367  
Energy     1,054       716  
Insurance     955       825  
Mining and plant maintenance costs     23,044       16,828  
Other costs     (939 )     (258 )
Production costs     28,159       22,278  
Transportation and other selling costs     3,645       3,936  
Mining royalty expense(1)     3,162       1,348  
Finished goods inventory changes     (290 )     1,262  
Cost of sales - mining operations     34,676       28,824  
                 
Purchased ore costs     42,839       5,950  
Ore processing costs(2)     9,571       3,468  
Finished goods inventory changes     (9,723 )     (364 )
Cost of sales – ore processing     42,687       9,054  
      77,363       37,878  

 

(1) Mining royalty expense includes a 1% royalty on silver revenue payable to the Mexican government and mining royalties payable to the Bolivian government based upon 5% zinc and 6% silver gross sales revenue from Bolivian mining operations.

 

(2) Purchased ore costs are the amounts paid to third-party miners for the purchase of ore from mineral properties not owned by the Company which is then processed and sold by the Company to generate sales revenue (refer to note 14(b)). The amount paid to third-party miners is based upon the ore’s metal content and prevailing metal prices at the time of purchase.

 

16. GENERAL AND ADMINISTRATIVE EXPENSES

 

A summary of the Company’s general and administrative expenses is as follows:

 

    Three months ended March 31,  
    2026     2025  
    $     $  
Corporate administration     1,204       812  
Professional fees     901       703  
Salaries and benefits     3,226       1,760  
Tax penalties and inflation charges     2,267       1,645  
      7,598       4,920  

 

23

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

17. OTHER INCOME

 

A summary of the Company’s other income is as follows:

 

    Three months ended March 31,  
    2026     2025  
      $       $  
Accretion of decommissioning provisions (note 12)     (843 )     (381 )
Accretion of receivable from COMIBOL (note 5(a))     516       452  
Financing charge on leases     (28 )     (134 )
Gain (loss) on change in fair value of consideration payable     965       (1,945 )
Interest expense, carrying and finance charges     (875 )     (251 )
Interest income     377       316  
Other income     3,013       2,086  
      3,125       143  

 

18. INCOME TAX

 

a) Income tax expense

 

A summary of the Company’s income tax expense is as follows:

 

    Three months ended March 31,  
    2026     2025  
    $     $  
Current tax expense     17,867       8,042  
Deferred tax (recovery)     (1,428 )     11,664  
Income tax expense     16,439       19,706  

 

A summary of the Company’s reconciliation of income taxes at statutory rates for the three months ended March 31, 2026 and 2025, is as follows:

 

    Three months ended March 31,  
    2026     2025  
    $     $  
Income before income taxes     44,909       29,157  
Combined federal and provincial statutory income tax rates     27 %     27 %
Income tax expense (recovery) at statutory rates     12,125       7,872  
                 
Permanent differences     (1,652 )     (12,798 )
Change due to differences in tax rates     3,748       10,734  
Inflation adjustment     (416 )     (17 )
Change due to foreign translation     1,898       12,716  
Deferred tax assets not recognized     631       (261 )
Mexico mining royalty tax     1,898       187  
Tax effect of investment in subsidiaries     (255 )     1,273  
Impact of change in accounting estimate     (979 )     -  
Other     (559 )     -  
Income tax expense (recovery)     16,439       19,706  

 

24

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

18. INCOME TAX EXPENSE (continued)

 

b) Deferred taxes

 

The significant components of the Company’s deferred tax assets are as follows:

 

   

March 31,

2026

    December 31,
2025
 
    $     $  
Trade and other receivables     2,438       1,916  
Other liabilities     7,595       5,871  
Mineral properties, plant and equipment     1,654       12  
Decommissioning and restoration provision     2,391       2,671  
Non-capital losses     1,776       2,706  
Mining tax     2,147       616  
Other     524       187  
Deferred tax assets     18,525       13,979  

 

The significant components of the Company’s deferred tax liabilities are as follows:

 

   

March 31,

2026

    December 31,
2025
 
    $     $  
Mineral properties, plant and equipment     (22,279 )     (22,570 )
Investment in subsidiaries     (1,661 )     (1,916 )
Inventories     (2,493 )     (1,444 )
Trade payables and accrued liabilities     (2,735 )     (22 )
COMIBOL initial investment period CAPEX receivable     (3,277 )     (3,565 )
Mining tax     (322 )     -  
Other     (2,581 )     (2,676 )
Deferred tax liabilities     (35,348 )     (32,193 )

 

The following table reconciles the deferred tax assets and liabilities to the Consolidated Statements of Financial Position:

 

   

March 31,

2026

    December 31,
2025
 
    $     $  
Deferred tax assets     8,456       6,798  
Deferred tax liabilities     (25,279 )     (25,012 )
      (16,823 )     (18,214 )

 

Deferred tax assets and liabilities that are probable to be utilized are offset if they relate to the same taxable entity and same taxation authority. Future potential tax deductions that do not offset deferred tax liabilities are considered to be deferred tax assets.

 

As at March 31, 2026, the Company had unrecognized capital losses of approximately $49,321 (December 31, 2025 - $48,424) that arose in Canada, the capital losses can be carried forward indefinitely.

 

As at March 31, 2026, the Company had unrecognized inflationary adjustments on its investments in subsidiaries of $26,141 (December 31, 2025 – $21,315) that arose in Bolivia, the amount can be utilize upon sale of subsidiaries.

 

As at March 31, 2026 the Company has unrecognized taxable temporary differences of $85,300 (December 31, 2025 - $87,100) for taxes that would be payable on the unremitted earnings of certain subsidiaries of the Company.

 

25

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

  

18. INCOME TAX EXPENSE (continued)

 

c) Bolivia uncertain income tax position relating to tax year 2017

 

As part of the acquisition of the Bolivian operations, the Company assumed potential pre-acquisition income tax liabilities related to Bolivia’s 2017 tax year. The potential liability is from different tax positions regarding the deductibility of decommissioning and restoration provisions, depreciation of mineral properties, plant and equipment, undeclared income, and non-deductible expenses in the determination of the Bolivian current income tax.

 

As the matter relates to income tax, and there was uncertainty over whether the relevant authorities will accept the current tax treatment under the Bolivian tax law, management concluded that it meets the definition of an uncertain tax treatment within the scope of IAS 12 – Income Taxes and IFRIC 23 – Uncertainty over Income Tax Treatments. In accordance with IFRIC 23, an entity shall consider whether it is probable (more likely than not) that a taxation authority will accept an uncertain tax treatment. If an entity concludes it is probable that a taxation authority will accept an uncertain tax treatment, the entity shall determine the taxable income or loss consistent with the tax treatment applied in its income tax filings.

 

In 2023, the Bolivian tax authorities issued the tax reassessment of 132,559 BOB ($14,615), which included tax interest and penalties. The Company and the Bolivian tax authorities agreed on a financing arrangement (“financing arrangement”) by making an initial deposit of 40,479 BOB ($4,462) (which represented 35% of the total balance) in the second quarter of 2023, and monthly instalments for the remaining balance of 75,175 BOB ($8,288) were payable over five years until June 2028.

 

The Company successfully challenged the Bolivian tax authorities’ decision through legal proceedings with the Supreme Court of Justice and the Constitutional Court in Bolivia. On January 7, 2025 the Supreme Court of Justice ruled in favor of the Company by issuing sentence 188/2025 which nullified the previous rulings in favor of the tax authority and requires the tax authority issue a new assessment that is legally compliant. The tax authority appealed the decision during the second quarter of 2025, but the appeal was denied in October 2025. When the tax authority issues a new assessment updated for the items addressed by the court ruling management will determine whether or not to accept the new assessment or challenge it again. Management has concluded that the matter has been resolved, accordingly, the Company believes there is no current tax liability and has not recognized an expense or any liability related to this matter as at March 31, 2026.

 

Pursuant to the Sinchi Wayra and Illapa acquisition agreements, Glencore has agreed to indemnify the Company for up to a maximum of $25,000, in aggregate, for all claims and liabilities arising from the acquisition. Such indemnification would, subject to such cap and certain conditions, extend to income tax liabilities. In the unlikely event that the Company exhausts all avenues and receives an unfavourable ruling, the Company is indemnified by the acquisition agreements and would not be liable for any income tax liability up to $25,000.

 

As at March 31, 2026, the Company has remitted tax instalments totaling $8,624 inclusive of interest and penalties to the Bolivian tax authorities based on the financing arrangement mentioned in the third paragraph above. As the Company believes the current tax owing related to this matter is $nil and the amounts paid will ultimately be refunded to the Company, the total payment made to date of $8,624 has been recognized as “trade and other receivables” (Note 5). On February 27, 2026, the Company filed a formal refund request with the tax authority requesting the refund of the amounts paid. Due to the current legal status of the proceedings, management expects to receive the full amount and no valuation allowance has been recognized.

 

26

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

19. CAPITAL MANAGEMENT

 

The Company’s objective when managing its capital is to maintain its ability to continue as a going concern while at the same time maximizing the growth of its business and providing returns to its shareholders. The Company’s capital structure consists of shareholders’ equity (comprising issued capital plus equity reserves plus retained earnings) with a shareholders’ equity of $209,304 as at March 31, 2026 (December 31, 2025 - $179,058).

 

The Company manages its capital structure and makes adjustments based on changes to its economic environment and the risk characteristics of the Company’s assets. The Company’s capital requirements are effectively managed based on the Company having a thorough reporting, planning and forecasting process to help identify the funds required to ensure the Company is able to meet its operating and growth objectives.

 

The Company is not subject to any externally imposed capital requirements with the exception of compliance with covenants for the San Lucas Promissory Notes Issuance program (note 10(d)).

 

20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

 

The carrying amounts of the Company’s financial assets and financial liabilities by category are as follows:

 

March 31, 2026   Amortized cost     FVTPL     FVTOCI     Total  
    $     $     $     $  
Financial assets                                
Cash and cash equivalents     42,651       -       -       42,651  
Marketable securities     -       -       22,232       22,232  
Trade and other receivables     21,872       31,117       -       52,989  
      64,523       31,117       22,232       117,872  
Financial liabilities                                
Trade payables and accrued liabilities     49,320       -       -       49,320  
Consideration payable     -       19,278       -       19,278  
Loans payable     48,842       -       -       48,842  
Other liabilities     19,245       -       -       19,245  
      117,407       19,278       -       136,685  
                                 
December 31, 2025                                
Financial assets                                
Cash and cash equivalents     44,267       -       -       44,267  
Marketable securities     -       -       22,462       22,462  
Trade and other receivables     22,977       20,371       -       43,348  
      67,244       20,371       22,462       110,077  
Financial liabilities                                
Trade payables and accrued liabilities     54,569       -       -       54,569  
Consideration payable     -       20,243       -       20,243  
Loans payable     51,986       -       -       51,986  
Other liabilities     23,598       -       -       23,598  
      130,153       20,243       -       150,396  

 

The categories of the fair value hierarchy that reflect the inputs to valuation techniques used to measure fair value are as follows:

 

Level 1: Quoted prices in active markets for identical assets or liabilities;

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and

Level 3: Inputs for the asset or liability based on unobservable market data.

 

The carrying values of cash and cash equivalents, other receivables, and trade payables and accrued liabilities approximate their fair values because of their short-term nature.

 

27

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

 

Marketable securities consist of US treasury notes and US treasury bills which are held as part of the Company’s cash position and liquidity management strategy. The marketable securities are measured at fair value using level 1 inputs, the unrealized gain/loss is recorded as other comprehensive income and once the securities are sold or mature the corresponding gain/loss is recorded as other income/expense.

 

The securities are held with Stifel which uses a portion of the holdings as collateral for the Standby Letters of Credit that were issued to Banco BISA and Banco Credito de Bolivia (see note 10(a)). Although the securities held can be readily converted to cash, they are restricted to the extent that the amounts serve as collateral. The Standby Letter of credit issued to Banco BISA is for $10,000 and expires on May 26, 2026. The standby letter of credit issued to Banco Credito de Bolivia is for $5,800 and expires on March 26, 2026, and automatically renews each year. Since the standby letter of credit to Banco Credito de Bolivia will renew indefinitely, the amount held as collateral has been classified as non-current.

 

Trade receivables are measured at fair value using Level 2 inputs. The fair value of trade receivables is measured based on inputs other than quoted prices for the underlying commodity prices (silver, lead, zinc, copper) to which the receivable relates as the trade receivables are provisionally priced at the time of sale.

 

The fair value of the loans payable for disclosure purposes is determined using discounted cash flows based on the expected amounts and timing of future cash flows discounted using a market rate of interest adjusted for appropriate credit risk.

 

Consideration payable, comprised of contingent value rights (see note 9(b)), is measured at fair value using Level 3 inputs. The fair value is calculated using a Monte Carlo Simulation with key inputs and assumptions including the zinc spot price, the expected price of zinc in each year until December 31, 2032, the market risk-free rate and credit spread and the volatility and variability of historical zinc prices.

 

The levels in the fair value hierarchy into which the Company’s financial assets and liabilities that are measured and recognized on the consolidated statements of financial position at fair value on a recurring basis were categorized as follows:

 

    March 31, 2026     December 31, 2025  
    Level 1     Level 2     Level 3     Level 1     Level 2     Level 3  
    $     $     $     $     $     $  
Assets                                                
Marketable securities     22,232       -       -       22,462       -       -  
Trade and other receivables     -       31,117       -       -       20,371       -  
      22,232       31,117       -       22,462       20,371       -  
                                                 
Liabilities                                                
Consideration payable     -       -       19,278       -       -       20,243  
      -       -       19,278       -       -       20,243  

 

The Company’s trade receivables arose from provisional concentrate sales and are valued using quoted market prices based on the forward London Metal Exchange for silver, zinc and lead and the London Bullion Market Association P.M. fix for silver.

 

The methodology and assessment of inputs for determining the fair value of financial assets and liabilities as well as the levels of hierarchy for the Company’s financial assets and liabilities measured at fair value remains unchanged from that at December 31, 2025.

 

The Company has exposure to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives for growth and shareholder returns. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.

 

28

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

 

Credit risk

 

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company’s trade receivables.

 

The Company has concentrate contracts to sell the zinc, lead and copper concentrates produced by all of the Company’s mines. Concentrate contracts are a common business practice in the mining industry. The terms of the concentrate contracts may require the Company to deliver concentrate that has a value greater than the payment received at the time of delivery, thereby introducing the Company to credit risk of the buyers of concentrates. Should any of these counterparties not honour purchase arrangements, or should any of them become insolvent, the Company may incur losses for products already shipped and be forced to sell its concentrates on the spot market or it may not have a market for its concentrates and therefore its future operating results may be materially adversely impacted. At March 31, 2026, the Company had receivable balances associated with buyers of its concentrates of $31,117 (December 31, 2025 - $20,371). The Company’s concentrate is sold to well-known and well-established international concentrate buyers.

 

The following financial assets represent the maximum credit risk to the Company:

 

   

March 31,

2026

    December 31,
2025
 
    $     $  
Cash and cash equivalents     42,651       44,267  
Marketable securities     22,232       22,462  
Trade and other receivables     52,990       43,348  

 

Management constantly monitors and assesses the credit risk resulting from its concentrate sales, trading counterparties and customers. With the exception to the above, the Company believes it is not exposed to significant credit risk.

 

Liquidity risk

 

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages its liquidity risk by continuously monitoring forecasted and actual cash flows. The Company has in place a rigorous planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its expansion plans. The Company strives to maintain sufficient liquidity to meet its short-term business requirements, taking into account its anticipated cash flows from operations, its holdings of cash and marketable securities, and its committed loan facilities.

 

In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following tables summarize the remaining contractual maturities of the Company’s financial liabilities and operating and capital commitments on an undiscounted basis at March 31, 2026:

 

    <1
year
    1 – 2
years
    2 – 5
years
    >5
years
    Total  
    $     $     $     $     $  
Trade payables and accrued liabilities     42,714       6,606       -       -       49,320  
Consideration payable – CVR & additional payments     2,319       5,372       11,927       6,840       26,458  
Loans payable     48,627       215       -       -       48,842  
Lease payments     39       35       35       -       109  
      93,699       12,228       11,962       6,840       124,729  

 

29

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

  

20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

 

Currency risk

 

The Company reports its financial statements in USD; however, the Company operates in jurisdictions that utilize other currencies. As a consequence, the financial results of the Company’s operations as reported in USD are subject to changes in the value of the USD relative to local currencies. Since the Company’s sales are denominated in USD and a portion of the Company’s operating costs and capital spending are in local currencies, the Company is negatively impacted by strengthening local currencies relative to the USD and positively impacted by the inverse.

 

The sensitivity of the Company’s net income to changes in the exchange rate between the US dollar and the Bolivian boliviano, the Mexican peso and the Canadian dollar, would be as follows: a 1% change in the US dollar exchange rate relative to the Bolivian boliviano would change the Company’s net income by approximately $178, a 1% change in the US dollar exchange rate relative to the Mexican peso would change the Company’s net income by approximately $146, and a 1% change in the US dollar exchange rate relative to the Canadian dollar would change the Company’s net Income by approximately ($37).

 

The Company’s financial assets and liabilities as at March 31, 2026 are denominated in Canadian dollars, US dollars, Bolivian bolivianos and Mexican pesos and translated to US dollars as follows:

 

    CAD     BOB     USD     MXN     Total  
    $     $     $     $     $  
Financial assets                                        
Cash and cash equivalents     1,486       24,181       15,866       1,118       42,651  
Marketable securities     -       -       22,232       -       22,232  
Trade and other receivables     34       20,752       32,110       93       52,989  
      1,520       44,933       70,208       1,211       117,872  
                                         
Financial liabilities                                        
Trade payables and accrued liabilities     254       29,566       3,769       15,731       49,320  
Consideration payable     -       -       19,278       -       19,278  
Loans payable     -       48,842       -       -       48,842  
Other liabilities     -       10,265       6,901       2,079       19,245  
      254       88,673       29,948       17,810       136,685  
Net financial assets (liabilities)     1,266       (43,740 )     40,260       (16,599 )     (18,813 )

 

Interest rate risk

 

Interest rate risk is the risk that the fair values and future cash flows of the Company will fluctuate because of changes in market interest rates. The Company monitors its exposure to interest rates and has not entered into any derivative contracts to manage this risk. As at March 31, 2026, the Company’s exposure to interest rate risk on interest bearing liabilities is limited to its consideration payable, debt facilities and lease liabilities. Based on the Company’s interest rate exposure at March 31, 2026, a change of 1% increase or decrease of market interest rate would impact the Company’s income or loss by approximately $489.

 

Price risk

 

Metal price risk is the risk that changes in metal prices will affect the Company’s income or the value of its related financial instruments. The Company derives its revenue from the sale of silver, zinc, lead and copper. The Company’s sales are directly dependent on metal prices that have shown significant volatility and are beyond the Company’s control. Consistent with the Company’s mission to provide equity investors with exposure to changes in precious metal prices, the Company’s current policy is to not hedge the price of precious metal.

 

30

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

21. RELATED PARTY TRANSACTIONS AND KEY MANAGEMENT COMPENSATION

 

The Company’s related parties include its subsidiaries, joint arrangements and key management personnel. During its normal course of operation, the Company enters into transactions with its related parties for goods and services. All related party transactions for the three months ended March 31, 2026 and 2025, have been disclosed in these consolidated financial statements.

 

These transactions are in the normal course of operations and are measured at the exchange amount, which is the amount of consideration established and agreed to by the parties.

 

Remuneration of key management personnel

 

Key management includes directors of the Company, the COO, the CFO, the CEO and Executive Chairman, and other members of key management. Compensation to key management personnel was as follows:

 

    Three months ended March 31,  
    2026     2025  
    $     $  
Management and consulting fees     695       682  
Share-based compensation     395       149  
      1,090       831  

 

Of the $695 in management and consulting fees incurred with related parties during the three months ended March 31, 2026, $57 (2025 - $56) was related to directors’ fees and $638 (2025 - $626) was related to management fees.

 

22. SEGMENT INFORMATION

 

The Company has identified its operating segments based on the internal reports that are reviewed and used by the chief executive officer and the executive management team, collectively the chief operating decision maker (“CODM”), in assessing performance and in determining the allocation of resources. The Company primarily manages its business by looking at individual producing and developing resource projects as well as the aggregate of the exploration and evaluation properties and typically segregate these projects between production, development, and exploration.

 

Operating segments

 

Management has identified 5 reportable operating segments: the Bolivar mine and processing plant, the Porco mine and processing plant, the Caballo Blanco Group which includes the Tres Amigos, Colquechaquita mines and the Don Diego processing plant, the San Lucas Group which includes the Reserva mine and San Lucas feed sourcing business, Zimapan mine and processing plant, and Corporate and Other activities.

 

The Bolivar and Porco segment revenues, cost of sales, capital expenditures, total assets and total liabilities are presented on 100% basis even though the assets, liabilities, sales and expenses are recorded at 45% in the consolidated balance sheet and statement of comprehensive income because the Company’s interest meets the definition of a joint operation in accordance with IFRS 11 Joint Arrangements. The Illapa Joint Operations elimination column in the tables below shows the removal of COMIBOL’s 55% interest in Illapa’s operating results and assets and liabilities.

 

Under the Association Agreement, Illapa S.A. is the designated operator and holds exclusive, comprehensive responsibility for all technical, financial, labor, legal, and commercial aspects of the operations. The Agreement grants Illapa full control over the mining production chain, including the exclusive right to commercialize concentrates in both domestic and international markets and to manage all related commercial processes. Because the Company is responsible for overseeing all of the operations, the CODM evaluates the performance of the segment on a 100% gross basis.

 

31

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

22. SEGMENT INFORMATION (continued)

 

a) Revenues, operating costs and gross profit mining operations and ore processing:

 

Three months ended March 31, 2026   Bolivar     Porco     Caballo Blanco Group     Zimapan     San Lucas Group     Illapa Joint Operation eliminations(1)     Total  
Country   Bolivia     Bolivia     Bolivia     Mexico     Bolivia     Bolivia        
    $     $     $     $     $     $     $  
Revenues from mining operations     21,029       10,003       24,487       38,766       -       (17,068 )     77,217  
Mine operating costs                                                        
Production costs     (12,709 )     (6,090 )     (9,358 )     (16,819 )     -       9,604       (35,372 )
Depletion and amortization     (4,409 )     (1,507 )     (2,035 )     (2,437 )     -       3,698       (6,690 )
      (17,118 )     (7,597 )     (11,393 )     (19,256 )     -       13,302       (42,062 )
Gross profit - mining operations     3,911       2,406       13,094       19,510       -       (3,766 )     35,155  
                                                         
Revenues from ore processing     -       -       -       -       50,312       -       50,312  
Ore processing operating costs                                                        
Purchased ore & conc. costs     -       -       -       -       (33,116 )     -       (33,116 )
Ore processing costs     -       -       -       -       (8,875 )     -       (8,875 )
Depletion and amortization     -       -       -       -       (607 )     -       (607 )
      -       -       -       -       (42,598 )     -       (42,598 )
Gross profit - ore processing     -       -       -       -       7,714       -       7,714  
                                                         
Total revenues     21,029       10,003       24,487       38,766       50,312       (17,068 )     127,529  
Total cost of sales     (12,709 )     (6,090 )     (9,358 )     (16,819 )     (41,991 )     9,604       (77,363 )
Total depletion and amortization     (4,409 )     (1,507 )     (2,035 )     (2,437 )     (607 )     3,698       (7,297 )
Gross profit – total     3,911       2,406       13,094       19,510       7,714       (3,766 )     42,869  

 

Three months ended March 31, 2025   Bolivar     Porco     Caballo Blanco Group     Zimapan     San Lucas Group     Illapa Joint Operation eliminations(1)     Total  
Country   Bolivia     Bolivia     Bolivia     Mexico     Bolivia     Bolivia        
    $     $     $     $     $     $     $  
Revenues from mining operations     21,319       10,186       15,107       23,206       -       (17,327 )     52,491  
Mine operating costs                                                        
Production costs     (8,247 )     (5,401 )     (5,660 )     (16,807 )     -       6,895       (29,220 )
Depletion and amortization     (2,323 )     (1,341 )     (1,957 )     (1,117 )     -       2,633       (4,105 )
      (10,570 )     (6,742 )     (7,617 )     (17,924 )     -       9,528       33,325  
Gross profit - mining operations     10,749       3,444       7,490       5,282       -       (7,799 )     19,166  
                                                         
Revenues from ore processing     -       -       -       -       17,823       -       17,823  
Ore processing operating costs                                                        
Purchased ore & conc. costs     -       -       -       -       (5,586 )     -       (5,586 )
Ore processing costs     -       -       -       -       (3,072 )     -       (3,072 )
Depletion and amortization     -       -       -       -       (472 )     -       (472 )
      -       -       -       -       (9,130 )     -       (9,130 )
Gross profit - ore processing     -       -       -       -       8,693       -       8,693  
                                                         
Total revenues     21,319       10,186       15,107       23,206       17,823       (17,327 )     70,314  
Total cost of sales     (8,247 )     (5,401 )     (5,660 )     (16,807 )     (8,658 )     6,895       (37,878 )
Total depletion and amortization     (2,323 )     (1,341 )     (1,957 )     (1,117 )     (472 )     2,633       (4,577 )
Gross profit - total     10,749       3,444       7,490       5,282       8,693       (7,799 )     27,859  

 

32

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

22. SEGMENT INFORMATION (continued)

 

b) Capital expenditures, total assets and total liabilities by operating segment:

 

As at March 31, 2026   Bolivar     Porco     Caballo Blanco Group     Zimapan     San Lucas Group     Corporate and other     Illapa Joint Operation eliminations(1)     Total  
Country   Bolivia     Bolivia     Bolivia     Mexico     Bolivia           Bolivia        
    $     $     $     $     $     $     $     $  
Capital expenditures     3,843       509       2,177       5,275       447       -       (2,393 )     9,858  
Total assets     142,200       84,370       115,603       85,193       77,944       25,408       (83,728 )     446,990  
Total liabilities     (54,954 )     (35,390 )     (103,706 )     (46,951 )     (6,531 )     (19,339 )     29,185       (237,686 )

 

As at December 31, 2025   Bolivar     Porco     Caballo Blanco Group     Zimapan     San Lucas Group     Corporate and other     Illapa Joint Operation eliminations(1)     Total  
Country   Bolivia     Bolivia     Bolivia     Mexico     Bolivia           Bolivia        
    $     7$     $     $     $     $     $     $  
Capital expenditures     11,184       1,887       5,097       15,602       3,895       -       (7,046 )     30,619  
Total assets     138,287       88,393       136,936       66,534       74,026       26,687       (85,092 )     445,771  
Total liabilities     (56,573 )     (39,876 )     (133,428 )     (42,714 )     (4,405 )     (20,502 )     30,785       (266,713 )

 

c) Revenues by operating segment, product and major customers

 

Three months ended March 31, 2026   Bolivar     Porco     Caballo Blanco Group     San Lucas Group     Zimapan     Total  
Country   Bolivia     Bolivia     Bolivia     Bolivia     Mexico        
    $     $     $     $     $     $  
Silver     11,238       3,347       14,953       32,572       24,071       86,181  
Zinc     9,946       7,278       9,811       19,392       10,166       56,593  
Lead     225       93       1,130       2,555       2,034       6,037  
Copper     -       -       -       -       3,839       3,839  
Illapa joint operation 55% interest     (11,566 )     (5,502 )     -       -       -       (17,068 )
Provisional pricing adjustments     629       (11 )     (380 )     (1,350 )     2,760       1,648  
Smelting and refining costs     (1,009 )     (704 )     (1,027 )     (2,857 )     (4,104 )     (9,701 )
Sales to external customers     9,463       4,501       24,487       50,312       38,766       127,529  

 

Three months ended March 31, 2025   Bolivar     Porco     Caballo Blanco Group     San Lucas Group     Zimapan     Total  
Country   Bolivia     Bolivia     Bolivia     Bolivia     Mexico        
    $     $     $     $     $     $  
Silver     12,076       4,696       6,585       6,612       11,520       41,489  
Zinc     10,516       5,891       9,313       11,015       10,281       47,016  
Lead     490       518       693       865       2,355       4,921  
Copper     -       -       -       -       2,228       2,228  
Illapa joint operation 55% interest     (11,725 )     (5,602 )     -       -       -       (17,327 )
Provisional pricing adjustments     169       87       10       (100 )     1,615       1,781  
Smelting and refining costs     (1,932 )     (1,006 )     (1,494 )     (569 )     (4,793 )     (9,794 )
Sales to external customers     9,594       4,584       15,107       17,823       23,206       70,314  

 

During the three months ended March 31, 2026 and 2025, the Company had two customers. One customer in Bolivia accounted for 70% of the total sales revenue for the three months ended March 31, 2026 (2025 – 67%). The other customer in Mexico accounted for 30% of the total sales revenue for the three months ended March 31, 2026 (2025 – 33%).

 

33

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three Months ended March 31, 2026 and 2025

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

23. EARNINGS PER SHARE

 

Earnings per share for the Company was calculated based on the following:

 

    Three months ended March 31,  
    2026     2025  
    $     $  
Net income for the period     28,470       9,451  
Weighted average number of shares outstanding     92,176,513       88,963,885  
Earnings per share – basic     0.31       0.11  

 

    Three months ended March 31,  
    2026     2025  
    $     $  
Net income for the period     28,470       9,451  
Weighted average number of shares outstanding     92,176,513       88,963,885  
Incremental shares from options, RSUs, DSUs, and PSUs     1,915,872       -  
Earnings per share – diluted     0.30       0.11  

 

Earnings per share is based on the weighted average number of common shares of the Company outstanding during the period. The diluted earnings per share reflects the potential dilution of common share equivalents, such as outstanding share options, RSUs, DSUs and PSUs in the weighted average number of common shares outstanding during the period, if dilutive.

 

The following securities could potentially dilute basic earnings per share in the future, but were not included in the computation of diluted earnings per share because they were anti-dilutive:

 

    2026     2025  
             
Stock options     45,000       -  
      45,000       -  

 

24. SUPPLEMENTAL CASH FLOW INFORMATION

 

A summary of the Company’s non-cash other income is as follows:

 

    Three months ended March 31,  
    2026     2025  
    $     $  
Accretion of decommissioning provision (note 12)     843       381  
Accretion of COMIBOL initial investment CAPEX receivable (note 5(a))     (516 )     (452 )
Finance charges on leases     28       134  
(Gain) loss on change in fair value of consideration payable     (965 )     1,945  
Interest expense, carrying and finance charges (note 10)     875       252  
      265       2,260  

 

Other non-cash transactions not included in the table above are disclosed elsewhere in the notes to the consolidated financial statements.

 

34

EX-99.2 3 ex99-2.htm EX-99.2

 

Exhibit 99.2

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

 

FOR THE QUARTER ENDED MARCH 31, 2026

 

 

 

Table of Contents

 

Company Overview 4
2026 First Quarter Highlights 6
Management Business Overview and Outlook 8
Selected Quarterly Production Results 9
Mining Operations - Bolivar Mine Operating Results 13
Mining Operations - Porco Mine Operating Results 15
Mining Operations - Caballo Blanco Group Operating Results 17
Mining Operations - Zimapan Mine 19
Ore Processing Operations - San Lucas Group Operating Results 21
Other Properties 22
Qualified Person and Technical Disclosures 22
Overview of Financial Results 23
Three months ended March 31, 2026 and 2025 23
Summary of Quarterly Results 24
Liquidity, Capital Resources and Contractual Obligations 25
Liquidity 25
Off-balance Sheet Arrangements 27
Transactions with Related Parties 27
Subsequent Events 27
Material Accounting Estimates and Judgments 28
Accounting Policies Including Changes in Accounting Policies and Initial Adoption 28
Financial Instruments and Other Instruments 28
Outstanding Share Data 32
Internal Controls over Financial Reporting and Disclosure Controls and Procedures 32
Non-GAAP Measures 32
Mining Operations - Cash costs per silver ounce or zinc tonne sold 35
Mining Operations - Average realized price per silver ounce and zinc tonne sold 40
Realized mining margin for silver ounces and zinc tonnes sold 42
Realized ore processing margin for silver ounces and zinc tonnes sold 43
Adjusted EBITDA 46
Cautionary Note Regarding Forward-looking Information 47
Additional Information 48

 

-2-

 

MANAGEMENT’S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION

 

This Management’s Discussion and Analysis of results of operations and financial condition (“MD&A”) should be read in conjunction with the unaudited condensed interim consolidated financial statements for the three months ended March 31, 2026 and the notes thereto of Santacruz Silver Mining Ltd. (“the Company” or “Santacruz”) which have been prepared in accordance with IFRS Accounting Standards (“IFRS®”), as issued by the International Accounting Standards Board (“IASB”).

 

All dollar amounts are expressed in thousands of US dollars unless otherwise indicated. Unless otherwise noted, references to “C$” are to thousands of Canadian dollars, references to “MXN” are to thousands of Mexican pesos and references to “BOB” are to thousands of Bolivian bolivianos.

 

Certain amounts shown in this MD&A may not add exactly to total amounts due to rounding differences. Throughout this MD&A, the terms first quarter, second quarter, third quarter, fourth quarter and year to date are respectively used interchangeably with the terms Q1, Q2, Q3, Q4 and YTD.

 

This MD&A contains “forward-looking information” within the meaning of applicable Canadian securities regulation and should be read in conjunction with the “Risk Factors” and “Cautionary Note Regarding Forward-looking Information” section in this MD&A

 

All information contained in this MD&A is current and has been approved by the Board of Directors of the Company as of May 14, 2026.

 

-3-

 

Company Overview

 

Santacruz was incorporated pursuant to the Business Corporations Act of British Columbia on January 24, 2011. The Company’s registered office is located at 1111 West Hastings Street, 15th Floor, Vancouver, British Columbia, Canada V6E 2J3. The Company is listed for trading on the TSX Venture Exchange (‘‘TSX-V’’) under the symbol “SCZ” and the Nasdaq Capital Market (“NASDAQ”) under the symbol “SCZM”.

 

The Company is engaged in the operation, acquisition, exploration and development of mineral properties in Latin America, with a primary focus on silver and zinc, but also produces lead and copper. As at March 31, 2026, the Company had acquired ownership including mining concession rights to the following mineral properties:

 

Bolivia:

 

Sinchi Wayra (“Sinchi Wayra”), which consists of the following mineral properties and businesses located in Bolivia:

 

the Caballo Blanco Group which includes the Tres Amigos and Colquechaquita mines (the “Caballo Blanco Group” or “Caballo Blanco”) and the Don Diego processing plant (the “Don Diego Processing Plant” or “Don Diego”), which processes production from the Caballo Blanco Group as well as toll milling from the San Lucas feed sourcing business;

 

the San Lucas Group which includes the San Lucas feed sourcing and trading business and the Reserva mine (the “San Lucas Group” or “San Lucas”); and

 

the Soracaya exploration project (the “Soracaya Project” or “Soracaya”).

 

Illapa (“Illapa”), with its operations held under a net operating cash flow interest agreement with Corporación Minera de Bolivia (“COMIBOL”) a Bolivian state-owned entity comprising:

 

the Bolivar mine (the “Bolivar Mine” or “Bolivar”) and process plant complex; and

 

the Porco mine (the “Porco Mine” or “Porco”) and process plant complex.

 

Mexico:

 

The Zimapan mine (the “Zimapan Mine” or “Zimapan”) and processing plant located in Hidalgo, Mexico.

 

Management has assessed the nature of its interest in the Illapa business and determined it to be a joint operation. The Company records its 45% interest in the assets, liabilities, revenues and expenses of the Illapa business in its consolidated financial statements. The Company is solely responsible for certain specific transactions made by the Illapa business, and for these transactions, the assets, liabilities, revenues and expenses are recognized at 100% in the Company’s Financial Statements and result in balances payable to or owed from COMIBOL for its share of the joint operation. The Company reports its segment information on a 100% basis with respect to Bolivar and Porco together with an elimination column representing COMIBOL’s 55% interest (refer to Note 22 of the condensed interim consolidated financial statements).

 

In this MD&A, The Company reports 100% of production and sales from the Bolivar and Porco operations. Under the Association Agreement, Illapa S.A. is the designated operator and holds exclusive, comprehensive responsibility for all technical, financial, labor, legal, and commercial aspects of the operations. The Agreement grants Illapa full control over the mining production chain, including the exclusive right to commercialize concentrates in both domestic and international markets and to manage all related commercial processes.

 

COMIBOL’s entitlement under the Agreement is not a direct share of production, but rather a 55% participation in net cash flow. Accordingly, management believes that reporting production on a 100% gross basis appropriately reflects the operational substance of the arrangement, while COMIBOL’s interest is more accurately represented as an economic participation in net cash flow rather than a direct operational interest in the underlying production.

 

Since the Company is the operator of the Bolivar and Porco mines, management evaluates the performance of each operation by reviewing production on a 100% basis. Since the information of 100% production results is used to make decisions about allocating resources and assessing performance, this MD&A is prepared under the same basis.

 

In this MD&A, operational information for Bolivar and Porco is presented at 100%. Readers of this MD&A are cautioned that although in the operating section of this MD&A the Company reports 100% of the production and sales information, the Company records 45% of the assets, liabilities, revenues and expenses in its consolidated financial statements. In contrast to the operational information, all financial information presented in this MD&A is reported showing 45% of the assets, liabilities, revenues and expenses which coincides with the information presented in the condensed interim consolidated financial statements.

 

-4-

 

Company Overview (continued)

 

Update to non-GAAP performance measures and silver/zinc equivalent ounces metrics

 

In Q1 2026 the Company updated its non-GAAP performances measures to provide management and readers with useful information to evaluate the performance of the Company. The following section provides a summary of the changes made:

 

Segregation of mining operations & ore processing: Operational and cost metrics are now presented as either Mining operations or Ore processing operations because the underlying business processes and profitability drivers each type of operation are fundamentally different. Our mining operations consist of Bolivar, Porco, Caballo Blanco and the Zimapan mines. Mining operations include the production metrics, revenues and costs from extracting ore from our mineral properties which is then processed and sold in concentrate form. Ore processing operations consist of the San Lucas feed sourcing business and includes the production metrics, revenue and costs from purchasing ore from third-party miners which is then processed and sold in concentrate form. Mining operations generate high margins because the input for the final product, metal concentrates, is from ore that is extracted from the Company’s mine properties that it owns. Ore processing generates significantly lower margins because the ore is purchased from third-party miners and the amount paid for the purchased ore is based upon the ore’s metal content and prevailing metal prices at the time of purchase.

 

Co-product costing methodology: The company will no longer focus on costs per silver equivalent ounces sold and will now provide costs per actual silver ounce and zinc tonne sold in the period using a co-product cost methodology which allocates costs between each metal. The company’s primary payable metals are silver and zinc, the revenue generated by each metal varies depending on prevailing metal prices but because each metal generates greater than 30% of the total revenues, the Company has concluded that reporting costs as co-products by silver ounce sold and zinc tonne sold is the most appropriate way to assess the performance of its operations. The total tonnes of ore milled in the period generates silver and zinc payable metals for sale, the ratio of payable silver and zinc produced from each tonne milled is used to allocate each period’s production costs between silver ounces sold and zinc tonnes sold, which will generate the following metrics: cash cost per silver ounce and zinc tonne sold, all-in sustaining cost per silver ounce and zinc tonne sold and will also provide an average realized price per silver ounce and zinc tonne sold.

 

By-product credits from secondary metal sales: The company’s operations are poly-metallic whereby each tonne of ore milled generates primarily payable ounces of silver and tonnes of zinc but also generates payable tonnes of lead and copper. The combined revenues of lead and copper are incidental to our primary metal production of silver and zinc because they generate less than 10% of total revenues. Lead and copper concentrate is produced primarily to obtain the silver contained within so the Company has adopted the practice of calculating the net cost of producing an ounce of silver, after deducting revenues gained from incidental by-product production of lead and copper.

 

Realized mining margin and realized ore processing margin: Management has created two new non-GAAP measures: the realized mining margin and realized ore processing margin. Management believes the margins are an effective way to evaluate the profitability of the Company’s operations. The margin is calculated by subtracting the all-in sustaining cost (“AISC”) per silver ounce or zinc tonne sold from the average realized price per silver ounce or zinc tonne sold.

 

Silver equivalent ounces and Zinc equivalent tonnes: Commencing Q1 2026, the Company has modified its production disclosure to include zinc equivalent tonnes produced and has updated the method of calculating silver equivalent ounces produced. The Company considers silver equivalent (“AgEq”) ounces and zinc equivalent (“ZnEq”) tonnes to be useful production metrics for evaluating its multi-metal production profile but they should be considered only supplemental to the actual production volumes of silver and zinc produced and sold. The company will continue to present the silver equivalent ounces produced and zinc equivalent ounces produced for the combined mining and ore processing operations, but will no longer report its costs per silver ounce to focus on the more relevant metrics of cost per payable silver ounce and cost per payable zinc tonne sold instead.

 

As there are no standardized methods of calculating non-GAAP measures, the Company’s methods may differ from those used by others and, accordingly, the Company’s use of these measures may not be directly comparable to similarly titled measures used by others. Accordingly, these non-GAAP measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Refer to the Non-GAAP Measures section in this MD&A for a detailed explanation of the metrics, the methodology used and a reconciliation of these measures to our revenues and operating expenses, as reported in our condensed interim consolidated financial statements which are prepared under IFRS. All of the changes made to the non-GAAP measures have been applied retrospectively to comparative periods.

 

-5-

 

2026 First Quarter Highlights

 

Operational Highlights   2026-Q1     2025-Q4    

Change

Q1 vs Q4

    2026-Q1    

 

 

2025-Q1

   

Change

‘26-Q1 vs ‘25-Q1

 

Mining Operations & Ore Processing (1)

                                   
Tonnes milled     487,777       506,040       (4 )%     487,777       471,773       3 %
Silver ounces produced     1,341,499       1,343,607       0 %     1,341,499       1,590,063       (16 )%
Zinc tonnes produced     21,640       23,846       (9 )%     21,640       20,719       4 %
Lead tonnes produced     2,686       3,000       (10 )%     2,686       2,718       (1 )%
Copper tonnes produced     308       287       7 %     308       279       10 %
Supplemental context metrics                                                
Silver equivalent produced (ounces) (1)     2,281,465       2,886,207       (21 )%     2,281,465       3,682,011       (38 )%
Zinc equivalent tonnes produced (tonnes) (1)     59,370       49,993       19 %     59,370       41,407       43 %
                                                 

Mining Operations (1)

                                               
Tonnes milled     393,010       400,453       (2 )%     393,010       385,078       2 %
Silver ounces produced     1,000,094       977,007       2 %     1,000,094       1,295,042       (23 )%
Zinc tonnes produced     14,496       16,117       (10 )%     14,496       14,704       (1 )%
Lead tonnes produced     2,084       2,301       (9 )%     2,084       2,237       (7 )%
Copper tonnes produced     308       287       7 %     308       279       10 %
                                                 
Silver ounces sold (payable ounces)(2)     871,752       836,045       4 %     871,752       1,288,604       (32 )%
Zinc tonnes sold (payable tonnes)(2)     12,402       14,210       (13 )%     12,402       13,254       (6 )%
                                                 
Cash cost of production per tonne milled (3)     87.19       82.97       5 %     87.19       66.82       30 %
                                                 
Cash cost per silver ounce sold ($/oz) (3)     20.45       25.30       (19 )%     20.45       12.80       60 %
Cash cost per zinc tonne sold ($/t) (3)     1,976       2,008       (2 )%     1,976       1,598       24 %
                                                 
Average realized price per silver ounce sold ($/oz) (3)     63.30       49.93       27 %     63.30       27.80       128 %
All-in sustaining cost per silver ounce sold ($/oz) (3)     31.60       36.37       (13 )%     31.60       17.91       76 %
Realized mining margin per silver ounce sold (4)     31.70       13.56       134 %     31.70       9.89       221 %
                                                 
Average realized price per zinc tonne sold ($/t) (3)     3,116       3,359       (7 )%     3,116       2,787       12 %
All-in sustaining cost per zinc tonne sold ($/t) (3)     2,729       2,655       3 %     2,729       2,069       32 %
Realized mining margin per zinc tonne sold (4)     387       704       (45 )%     387       718       (46 )%
                                                 

Ore Processing (1)

                                               
Tonnes milled     94,767       105,587       (10 )%     94,767       86,695       9 %
Silver ounces produced     341,405       366,600       (7 )%     341,405       295,021       16 %
Zinc tonnes produced     7,144       7,729       (8 )%     7,144       6,015       19 %
Lead tonnes produced     602       699       (14 )%     602       481       25 %
                                                 
Silver ounces sold (payable ounces)(2)     634,875       459,062       38 %     634,875       287,373       121 %
Zinc tonnes sold (payable tonnes)(2)     6,153       8,272       (26 )%     6,153       3,863       59 %
                                                 
Realized ore processing margin per silver ounce sold (4)     0.65       (10.33 )     (106 )%)     0.65       1.02       (36 )%
Realized ore processing margin per zinc tonne sold (4)     497       633       (22 )%     497       1,650       (70 )%

 

Notes:

 

(1) Mining operations includes only production from Bolivar, Porco, Caballo Blanco and Zimapan. Ore processing includes only production from San Lucas ore processing business. Readers are cautioned that Bolivar and Porco production figures are presented at 100% however the Company records only its 45% interest in the assets, liabilities, revenues and expenses of the Illapa business in its consolidated financial statements. The Company reports its segment information on a 100% basis with respect to Bolivar and Porco together with an elimination column representing COMIBOL’s 55% interest (refer to segment information note of the condensed interim consolidated financial statements).

 

(2) Silver equivalent ounces and zinc equivalent tonnes produced have been calculated using the period’s average metal prices quoted on the London Metal Exchange. The silver and zinc equivalent production is calculated by dividing each metal’s price by the price of Silver or Zinc to arrive at their equivalent. Refer to the section titled “Non-GAAP Measures” for further information.

 

(3) Silver ounces sold (payable) and zinc tonnes sold (payable) are lower than the volumes produced due to two effects: (i) timing — concentrates produced in a quarter may be shipped and invoiced in a subsequent period; and (ii) commercial terms — payable ounces under offtake agreements are lower than produced ounces due to standard treatment and quality deductions applied by the customer.

 

(4) The Company reports non-GAAP measures, which include: cash cost of production per tonne milled, cash cost per silver ounce and zinc tonne sold, average realized price per silver ounce and zinc tonne sold, all-in sustaining cost per silver ounce, zinc tonne sold, realized mining margin per silver ounce or zinc tonne sold and realized ore processing margin per silver ounce or zinc tonne sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies even though the metrics have the same or similar names. Refer to the section titled “Non-GAAP Measures” in this MD&A.

 

-6-

 

2026 First Quarter Highlights (continued)

 

 

 

 

 

Financial Highlights

  2026-Q1     2025-Q4    

Change

Q1 vs Q4

    2026-Q1    

 

 

2025-Q1

   

Change

‘26-Q1 vs ‘25-Q1

 
Revenues     127,529       102,784       24 %     127,529       70,314       81 %
Gross profit     42,869       36,087       20 %     42,869       27,859       54 %
Net income (loss)     28,470       (4,550 )     726 %     28,470       9,451       201 %
Net earnings (loss) per share - basic ($/share)(1)     0.31       (0.05 )     720 %     0.31       0.03       933 %
Adjusted EBITDA (2)     42,568       30,789       38 %     42,568       27,516       55 %
Cash & cash equivalents     42,651       44,267       (4 )%     42,651       32,527       31 %
Working capital     75,901       63,688       19 %     75,901       51,733       47 %

 

Notes:

 

(1) On December 10, 2025 the Company consolidated its issued and outstanding common shares on the basis of one post-consolidated common share for every four pre-consolidated common shares. The number of issued and outstanding shares and any per share amounts have been retrospectively restated.

 

(2) The Company reports non-GAAP measures, which includes: Adjusted EBITDA. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies even though the metrics have the same or similar names. Refer to the section titled “Non-GAAP Measures” in the MD&A.

 

Production Summary - By Segment

 

    Mining Operations(1)     Ore Processing(1)  
    Bolivar (1)     Porco (1)     Caballo Blanco Group     Zimapan    

2026-Q1

Total

    San Lucas Group    

2026-Q1

Total

 
Material Processed (tonnes milled)     65,044       45,297       58,999       223,670       393,010       94,767       487,777  
Silver Ounces Produced     259,635       70,708       306,888       362,863       1,000,094       341,405       1,341,499  
Zinc Tonnes Produced     3,656       2,833       3,967       4,040       14,496       7,144       21,640  
Lead Tonnes Produced     198       114       767       1,005       2,084       602       2,686  
Copper Tonnes Produced     N/A       N/A       N/A       308       308       N/A       308  
                                                         
Average head grades per mine:                                                        
Silver (g/t)     141       59       175       78       101       139       108  
Zinc (%)     6.06       6.61       7.15       2.55       4.29       8.47       5.10  
Lead (%)     0.43       0.34       1.54       0.62       0.69       1.00       0.75  
Copper (%)     N/A       N/A       N/A       0.25       0.25       N/A       0.25  
Metal recovery per mine:                                                        
Silver (%)     88       82       93       65       75       81       76  
Zinc (%)     93       95       94       71       81       89       82  
Lead (%)     70       74       84       73       74       63       72  
Copper (%)     N/A       N/A       N/A       54       54       N/A       54  

 

Notes:

 

(1) Mining operations includes only production from Bolivar, Porco, Caballo Blanco and Zimapan. Ore processing includes only production from San Lucas ore processing business. Readers are cautioned that Bolivar and Porco production figures are presented at 100% however the Company records only its 45% interest in the assets, liabilities, revenues and expenses of the Illapa business in its consolidated financial statements. The Company reports its segment information on a 100% basis with respect to Bolivar and Porco together with an elimination column representing COMIBOL’s 55% interest (refer to segment information note of the condensed interim consolidated financial statements).

 

-7-

 

Management Business Overview and Outlook

 

2026 Bolivian Operating Priorities:

 

The Company’s Bolivian operations will remain focused on operational stability, cost discipline and plant performance in 2026. At Bolivar, management continues to advance the recovery of the areas affected by the localized flooding event encountered in 2025. Progress to date has been encouraging, and the affected areas are expected to recover gradually through 2026, with a return to full production anticipated during the year. At Porco, the Company’s smallest and predominantly zinc-oriented mining operation, the priority for 2026 will be to maintain operating stability and support revenue generation through continued focus on zinc production. At Caballo Blanco, the Company’s most efficient operation, management’s objective is to preserve, sustain and further deepen the operating efficiencies achieved to date. San Lucas will continue to play a strategic role in keeping plants utilized through third-party ore supply, supporting fixed-cost absorption, cost efficiency and meaningful margin contribution. Across the Bolivian platform, the Company’s strategy remains centered on optimizing mining costs, improving plant recoveries and maintaining the flexibility of its integrated operating base.

 

2026 Mexican Operating Priorities:

 

In Mexico, the Company’s principal operating focus in 2026 will be on improving metallurgical recoveries and concentrate quality at Zimapán. As the Company’s highest-volume operation, Zimapán has a direct impact on consolidated revenue and operating performance, making recoveries and concentrate quality key priorities. Capital has already been invested toward these objectives, and management expects those initiatives to continue supporting operating improvement through 2026. The Company will also maintain its focus on cost discipline, process optimization and the continued strengthening of operating integration across the broader portfolio in support of more consistent production and financial performance.

 

-8-

 

Selected Quarterly Production Results

 

   

 

 

2026-Q1

   

 

 

2025-Q4

    2025-Q3     2025-Q2    

 

 

2025-Q1

   

Change

Q1 vs Q4

   

Change

‘26-Q1 vs

‘25-Q1

 
Tonnes milled                                                        
Bolivar (1)     65,044       63,267       52,023       54,803       62,356       3 %     4 %
Porco (1)     45,297       51,416       49,161       49,152       47,501       (12 )%     (5 )%
Caballo Blanco Group     58,999       63,067       62,221       57,773       51,648       (6 )%     14 %
Zimapan     223,670       222,703       222,629       224,162       223,573       0 %     0 %
San Lucas Group     94,767       105,587       100,550       94,973       86,695       (10 )%     9 %
Total     487,777       506,040       486,585       480,863       471,773       (4 )%     3 %

Silver ounces produced

                                                       
Bolivar (1)     259,635       202,193       132,146       304,468       421,039       28 %     (38 )%
Porco (1)     70,708       82,047       92,001       105,901       120,537       (14 )%     (41 )%
Caballo Blanco Group     306,888       289,446       294,524       294,786       313,266       6 %     (2 )%
Zimapan     362,863       403,321       396,385       398,293       440,199       (10 )%     (18 )%
San Lucas Group     341,405       366,600       326,873       319,634       295,021       (7 )%     16 %
Total     1,341,499       1,343,607       1,241,929       1,423,081       1,590,063       0 %     (16 )%
                                                         

Zinc tonnes produced

                                                       
Bolivar (1)     3,656       3,973       3,186       3,225       3,983       (8 )%     (8 )%
Porco (1)     2,833       2,727       2,488       2,786       2,674       4 %     6 %
Caballo Blanco Group     3,967       4,409       4,131       3,974       3,549       (10 )%     12 %
Zimapan     4,040       5,008       4,744       4,521       4,498       (19 )%     (10 )%
San Lucas Group     7,144       7,729       7,032       6,643       6,015       (8 )%     19 %
Total     21,640       23,846       21,581       21,148       20,719       (9 )%     4 %
                                                         

Lead tonnes produced

                                                       
Bolivar (1)     198       187       104       182       201       6 %     (1 )%
Porco (1)     114       108       103       132       161       6 %     (29 )%
Caballo Blanco Group     767       769       722       595       486       0 %     58 %
Zimapan     1,005       1,237       1,099       1,354       1,389       (19 )%     (28 )%
San Lucas Group     602       699       575       509       481       (14 )%     25 %
Total     2,686       3,000       2,603       2,773       2,718       (10 )%     (1 )%
                                                         

Copper tonnes produced

                                                       
Zimapan     308       287       331       229       279       7 %     10 %
Total     308       287       331       229       279       7 %     10 %

 

Notes:

 

(1) Readers are cautioned that Bolivar and Porco production figures are presented at 100% however the Company records only its 45% interest in the assets, liabilities, revenues and expenses of the Illapa business in its consolidated financial statements. The Company reports its segment information on a 100% basis with respect to Bolivar and Porco together with an elimination column representing COMIBOL’s 55% interest (refer to segment information note of the condensed interim consolidated financial statements).

 

-9-

 

Selected Quarterly Production Results (continued)

 

Mining Operations Results(1)  

 

 

2026-Q1

   

 

 

2025-Q4

    2025-Q3     2025-Q2    

 

 

2025-Q1

   

Change

‘Q1 vs ‘Q4

   

Change

‘26-Q1 vs ‘25-Q1

 

Cash cost of production per tonne milled (2)

                                                       
Bolivar (1)     131.88       121.15       139.93       94.96       81.19       9 %     62 %
Porco (1)     113.05       91.01       90.27       66.24       69.14       24 %     64 %
Caballo Blanco Group     90.87       78.83       69.44       54.70       56.27       15 %     62 %
Zimapan     67.98       71.44       60.47       68.52       64.75       (5 )%     5 %
Total     87.19       82.97       76.42       69.92       66.82       5 %     30 %
                                                         

Cash cost per silver ounce sold (2)

                                                       
Bolivar (1)     31.47       28.50       38.81       12.19       10.50       10 %     200 %
Porco (1)     47.25       48.81       36.08       24.64       21.32       (3 )%     122 %
Caballo Blanco Group     15.70       18.12       13.78       8.02       9.88       (13 )%     59 %
Zimapan     46.32       35.58       36.51       21.84       19.16       30 %     142 %
Total     13.32       23.94       13.73       15.85       14.17       (44 )%     (6 )%
                                                         

Cash cost per zinc tonne sold (2)

                                                       
Bolivar (1)     2,276       1,540       1,659       1,216       1,220       48 %     87 %
Porco (1)     1,196       1,644       1,402       1,040       1,107       (27 )%     8 %
Caballo Blanco Group     1,601       1,526       1,295       820       1,097       5 %     46 %
Zimapan     2,445       1,842       1,797       1,166       1,099       33 %     122 %
Total     2,508       2,827       2,190       2,394       2,494       (11 )%     1 %

 

Notes:

 

(1) Mining operations includes only production from Bolivar, Porco, Caballo Blanco and Zimapan. Ore processing includes only production from San Lucas ore processing business. Readers are cautioned that Bolivar and Porco production figures are presented at 100% however the Company records only its 45% interest in the assets, liabilities, revenues and expenses of the Illapa business in its consolidated financial statements. The Company reports its segment information on a 100% basis with respect to Bolivar and Porco together with an elimination column representing COMIBOL’s 55% interest (refer to segment information note of the condensed interim consolidated financial statements).

 

(2) The Company reports non-GAAP measures, which include: cash cost of production per tonne milled, cash cost per silver ounce and zinc tonne sold, average realized price per silver ounce and zinc tonne sold, all-in sustaining cost per silver ounce, zinc tonne sold, realized mining margin per silver ounce or zinc tonne sold and realized realized ore processing margin per silver ounce or zinc tonne sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies even though the metrics have the same or similar names. Refer to the section titled “Non-GAAP Measures” in this MD&A.

 

-10-

 

Selected Quarterly Production Results (continued)

 

Mining Operations Results(1)  

 

 

2026-Q1

   

 

 

2025-Q4

    2025-Q3     2025-Q2    

 

 

2025-Q1

   

Change

‘Q1 vs ‘Q4

   

Change

‘26-Q1 vs ‘25-Q1

 

Average realized price per silver ounce sold (2)

                                                       
Bolivar (1)     60.93       45.12       30.01       28.51       25.67       35 %     137 %
Porco (1)     50.41       27.79       29.39       26.27       33.05       81 %     53 %
Caballo Blanco Group     65.80       46.78       35.39       30.12       26.62       41 %     147 %
Zimapan     65.19       57.49       35.49       27.37       29.08       13 %     124 %
Total     63.30       49.93       33.87       28.43       27.80       27 %     128 %
                                                         

All-in sustaining cost per silver ounce sold (2)

                                                       
Bolivar (1)     43.55       44.77       57.68       14.57       13.32       (3 )%     227 %
Porco (1)     59.90       62.06       44.37       28.22       25.87       (3 )%     132 %
Caballo Blanco Group     22.71       27.94       17.69       11.12       12.01       (19 )%     89 %
Zimapan     23.16       31.01       20.15       20.55       22.56       (25 )%     3 %
Total     31.60       36.37       28.91       16.93       17.91       (13 )%     76 %
                                                         

Realized mining margin per silver ounce sold (2)

                                                       
Bolivar (1)     17.38       0.35       (27.67 )     13.94       12.35       4829 %     41 %
Porco (1)     (9.49 )     (34.27 )     (14.98 )     (1.95 )     7.18       (72 )%     (232 )%
Caballo Blanco Group     43.09       18.84       17.70       19.01       14.61       129 %     195 %
Zimapan     42.03       26.48       15.34       6.82       6.52       59 %     544 %
Total     31.70       13.56       4.96       11.50       9.89       134 %     221 %
                                                         

Average realized price per zinc tonne sold (2)

                                                       
Bolivar (1)     3,356       3,328       2,944       2,669       2,888       1 %     16 %
Porco (1)     3,042       3,267       2,917       2,702       2,864       (7 )%     6 %
Caballo Blanco Group     3,179       3,284       3,001       2,687       3,006       (3 )%     6 %
Zimapan     2,924       3,475       2,539       2,064       2,514       (16 )%     16 %
Total     3,116       3,359       2,812       2,460       2,787       (7 )%     12 %
                                                         

All-in sustaining cost per zinc tonne sold (2)

                                                       
Bolivar (1)     3,117       2,352       2,447       1,436       1,518       33 %     105 %
Porco (1)     1,507       2,047       1,710       1,175       1,309       (26 )%     15 %
Caballo Blanco Group     2,142       2,172       1,579       1,048       1,281       (1 )%     67 %
Zimapan     3,380       3,387       2,725       2,810       3,330       0 %     1 %
Total     2,729       2,655       2,218       1,825       2,069       3 %     32 %
                                                         

Realized mining margin per zinc tonne sold (2)

                                                       
Bolivar (1)     239       976       498       1,232       1,370       (76 )%     (83 )%
Porco (1)     1,535       1,220       1,207       1,526       1,555       26 %     (1 )%
Caballo Blanco Group     1,037       1,113       1,422       1,639       1,725       (7 )%     (40 )%
Zimapan     (456 )     88       (186 )     (746 )     (816 )     (616 )%     (44 )%
Total     387       704       593       635       718       (45 )%     (46 )%

 

Notes:

 

(1) Mining operations includes only production from Bolivar, Porco, Caballo Blanco and Zimapan. Ore processing includes only production from San Lucas ore processing business. Readers are cautioned that Bolivar and Porco production figures are presented at 100% however the Company records only its 45% interest in the assets, liabilities, revenues and expenses of the Illapa business in its consolidated financial statements. The Company reports its segment information on a 100% basis with respect to Bolivar and Porco together with an elimination column representing COMIBOL’s 55% interest (refer to segment information note of the condensed interim consolidated financial statements).

 

(2) The Company reports non-GAAP measures, which include: cash cost of production per tonne milled, cash cost per silver ounce and zinc tonne sold, average realized price per silver ounce and zinc tonne sold, all-in sustaining cost per silver ounce, zinc tonne sold, realized mining margin per silver ounce or zinc tonne sold and realized realized ore processing margin per silver ounce or zinc tonne sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies even though the metrics have the same or similar names. Refer to the section titled “Non-GAAP Measures” in this MD&A.

 

-11-

 

Selected Quarterly Production Results (continued)

 

Santacruz´s Consolidated Operations Results

 

Q1 2026 vs Q4 2025

 

On a consolidated basis, Santacruz’s mining operations produced 1.0 million ounces of silver in Q1 2026, representing a 2% increase compared with Q4 2025. When including San Lucas´s ore processing activities, total silver production was broadly unchanged at 1.3 million ounces. This indicates that the Company maintained stable silver output at the consolidated level, supported by improved performance in certain mining operations, including the continued recovery at Bolivar and stronger silver production at Caballo Blanco, which offset lower silver production at Zimapan and Porco. Zinc production from mining operations decreased by 10% to 14,496 tonnes, while total zinc production, including ore processing, decreased by 9% to 21,640 tonnes. The reduction in zinc production mainly reflected lower zinc output at Zimapan and Caballo Blanco, partially offset by the contribution from other operating areas and ore processing activities.

 

From a financial contribution perspective, the margin analysis evaluates how consolidated productive performance translates into unit economics by comparing the Average Realized Price for each metal against its respective AISC. For silver, the Average Realized Price increased to $63.30 per ounce, while AISC decreased to $31.60 per ounce. As a result, the realized mining margin per silver ounce sold increased to $31.70 from $13.56 in Q4 2025. This represents a significant improvement in silver unit margins, driven primarily by stronger realized silver prices and lower AISC. For zinc, the Average Realized Price decreased to $3,116 per tonne, while AISC increased to $2,729 per tonne. The resulting realized mining margin per zinc tonne sold was $387, compared with $704 in Q4 2025. Zinc therefore remained positive on a unit-margin basis, although the margin narrowed as the decrease in realized zinc price and the increase in AISC reduced the spread between realized price and cost. Overall, both silver and zinc generated positive consolidated unit margins in Q1 2026, with silver providing the stronger financial contribution based on the spread between realized price and AISC.

 

Q1 2026 vs Q1 2025

 

Compared with Q1 2025, consolidated mining operations produced 1.0 million ounces of silver, a decrease of 23%. Including San Lucas´s ore processing activities, total silver production decreased by 16% to 1.3 million ounces. The year-over-year decline was mainly attributable to lower silver production from mining operations, including the effect of lower silver output at Bolivar following the water inflow event that affected that operation toward the end of Q2 2025, as well as lower silver production at Zimapan and Caballo Blanco. This was partially mitigated by operational execution and ore processing activities, which continued to support consolidated metal production. Zinc production from mining operations was broadly stable, decreasing by 1% to 14,496 tonnes, while total zinc production, including ore processing, increased by 4% to 21,640 tonnes. This indicates that zinc output remained comparatively resilient at the consolidated level, supported by the broader contribution of the Company’s operating platform.

 

From a financial contribution perspective, Santacruz generated positive unit margins for both silver and zinc in Q1 2026. The Average Realized Silver Price increased to $63.30 per ounce from $27.80 per ounce in Q1 2025, while silver AISC increased to $31.60 per ounce from $17.91 per ounce. As a result, the realized mining margin per silver ounce sold increased to $31.70 from $9.89, reflecting the strong increase in realized silver prices, which more than offset higher unit costs. For zinc, the Average Realized Price increased to $3,116 per tonne, while AISC increased to $2,729 per tonne. The resulting realized mining margin was $387 per tonne, compared with $718 per tonne in Q1 2025. Zinc therefore remained positive on a unit-margin basis, although the margin contracted year over year due to the increase in AISC. Overall, silver was the primary driver of improved consolidated unit-margin performance in Q1 2026, while zinc continued to contribute positively but at a lower margin than in the prior-year period.

 

-12-

 

Mining Operations - Bolivar Mine Operating Results

 

Bolivar Production Table(1)   2026-Q1     2025-Q4    

Change

Q1 vs Q4

    2026-Q1     2025-Q1    

Change

‘26-Q1 vs ‘25-Q1

 
Material Processed (tonnes milled)     65,044       63,267       3 %     65,044       62,356       4 %
                                                 
Production                                                
Silver (ounces)     259,635       202,193       28 %     259,635       421,039       (38 )%
Zinc (tonnes)     3,656       3,973       (8 )%     3,656       3,983       (8 )%
Lead (tonnes)     198       187       6 %     198       201       (1 )%
                                                 
Average Grade                                                
Silver (g/t)     141       108       30 %     141       237       (41 )%
Zinc (%)     6.06       6.75       (10 )%     6.06       7.00       (13 )%
Lead (%)     0.43       0.40       8 %     0.43       0.47       (9 )%
                                                 
Metal Recovery                                                
Silver (%)     88       92       (4 )%     88       89       0 %
Zinc (%)     93       93       0 %     93       91       2 %
Lead (%)     70       74       (6 )%     70       68       2 %
                                                 
Metals Sold                                                
Silver ounces sold (payable ounces)(2)     189,404       226,693       (16 )%     189,404       473,966       (60 )%
Zinc tonnes sold (payable tonnes)(2)     3,065       3,156       (3 )%     3,065       3,668       (16 )%
                                                 
Average realized price per silver ounce sold (3)     60.93       45.12       35 %     60.93       25.67       137 %
All-in sustaining cost per silver ounce sold(3)     43.55       44.77       (3 )%     43.55       13.32       227 %
Realized mining margin per silver ounce sold(3)     17.38       0.35       4829 %     17.38       12.35       41 %
                                                 
Average realized price per zinc tonne sold(3)     3,356       3,328       1 %     3,356       2,888       16 %
All-in sustaining cost per zinc tonne sold(3)     3,117       2,352       33 %     3,117       1,518       105 %
Realized mining margin per zinc tonne sold(3)     239       976       (76 )%     239       1,370       (83 )%

 

Notes:

 

(1) Readers are cautioned that Bolivar and Porco production figures are presented at 100% however the Company records only its 45% interest in the assets, liabilities, revenues and expenses of the Illapa business in its consolidated financial statements. The Company reports its segment information on a 100% basis with respect to Bolivar and Porco together with an elimination column representing COMIBOL’s 55% interest (refer to segment information note of the condensed interim consolidated financial statements).

 

(2) Silver ounces sold (payable ounces) and zinc tonnes sold (payable tonnes) are lower than the volumes produced due to two effects: (i) timing — concentrates produced in a quarter may be shipped and invoiced in a subsequent period; and (ii) commercial terms — payable ounces under offtake agreements are lower than produced ounces due to standard treatment and quality deductions applied by the customer.

 

(3) The Company reports non-GAAP measures, which include: cash cost of production per tonne milled, cash cost per silver ounce and zinc tonne sold, average realized price per silver ounce and zinc tonne sold, all-in sustaining cost per silver ounce, zinc tonne sold, realized mining margin per silver ounce or zinc tonne sold and realized realized ore processing margin per silver ounce or zinc tonne sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies even though the metrics have the same or similar names. Refer to the section titled “Non-GAAP Measures” in this MD&A.

 

Summary

 

The Bolivar Mine has been active for more than 200 years. The current mine complex consists of an underground mine, 1,100 t/d milling facility, tailings storage facility, maintenance workshop, shaft-winder, water treatment plants, supplies warehouse, main office, hospital, and camp.

 

The Bolivar mine operates in two main areas: the Central Zone, an extension of the original ore deposit that runs deeper, and the Rosario Zone, a parallel area with its own separate entrance.

 

Currently the plant processes about 21,000 tonnes of ore per month, and 840 meters of combined primary and secondary development each month. At the same time, ore from the San Lucas feed sourcing business is providing production flexibility and allowing the mill to operate efficiently.

 

The Bolivar mill has operated continuously since 1993, receiving feed from two main sources: the Bolivar Mine, which supplies approximately 70%, and toll feed sourced through the San Lucas feed sourcing business, contributing the remaining 30%. The mill processes each feed type separately, enabling precise analysis and reporting for each. Different reagent strategies are applied to each source due to the presence of pyrrhotite in the San Lucas feed, which is generally absent in the Bolivar mine feed.

 

-13-

 

Q1 2026 vs Q4 2025

 

Bolivar’s operating performance improved in Q1 2026 compared with Q4 2025, reflecting continued execution of the dewatering plan and the progressive recovery of affected mining areas following the water inflow event that impacted the operation toward the end of Q2 2025. Silver production increased by 28% to 259,635 ounces, primarily driven by a 30% improvement in silver head grade to 141 g/t, partially offset by a decrease in silver recovery to 88% from 92%. The increase in silver grade indicates that the areas currently being mined contained higher silver mineralization than in the prior quarter, supporting continued recovery in production. Zinc production decreased by 8% to 3,656 tonnes, mainly due to a 10% reduction in zinc head grade to 6.06%, while zinc recovery remained stable at 93%. The lower zinc grade reflects the mineralogical characteristics of the areas mined during the quarter, while stable recovery performance helped partially mitigate the impact of lower zinc grades on zinc output.

 

From a financial contribution perspective, the margin analysis evaluates how productive performance translates into unit margins by comparing the Average Realized Price for each metal against its respective AISC. For silver, the Average Realized Price increased to $60.93 per ounce, while AISC decreased to $43.55 per ounce, resulting in a positive realized mining margin of $17.38 per ounce compared with $0.35 per ounce in Q4 2025. This improvement reflects a stronger realized silver price and lower unit costs, resulting in a materially stronger silver margin. For zinc, the Average Realized Price was broadly stable at $3,356 per tonne, while AISC increased to $3,117 per tonne, resulting in a positive realized mining margin of $239 per tonne compared with $976 per tonne in Q4 2025. Although zinc continued to generate a positive unit margin, the margin narrowed due to higher unit costs for zinc. Overall, both silver and zinc contributed positively from a unit-margin perspective in Q1 2026, with silver generating the stronger financial contribution based on the spread between realized price and AISC.

 

Q1 2026 vs Q1 2025

 

Compared with Q1 2025, Bolivar’s silver production decreased by 38% to 259,635 ounces. The year-over-year decline should be assessed in the context of the water inflow event that affected Bolivar toward the end of Q2 2025 and the ongoing recovery of the affected mining areas. The decrease was primarily attributable to a 41% reduction in silver head grade to 141 g/t, while silver recovery remained broadly stable at 88% compared with 89% in Q1 2025. The lower silver grade reflects the mineralogical characteristics of the areas currently being mined, including the contribution of development material, which typically carries higher dilution due to its role in advancing mine access and recovery activities. Zinc production decreased by 8% to 3,656 tonnes, mainly due to a 13% decrease in zinc head grade to 6.06%, partially offset by an improvement in zinc recovery to 93% from 91%. The lower zinc grade similarly reflects the characteristics of the mining areas accessed during the quarter, while the higher recovery rate helped mitigate part of the impact from lower zinc grades. Although production remained below the prior-year period, the improvement achieved versus Q4 2025 demonstrates continued progress in the recovery plan.

 

From a financial contribution perspective, Bolivar generated positive unit margins for both silver and zinc in Q1 2026. The Average Realized Silver Price increased to $60.93 per ounce, while silver AISC increased to $43.55 per ounce, resulting in a positive realized mining margin of $17.38 per ounce compared with $12.35 per ounce in Q1 2025. The higher silver margin was driven by the stronger realized silver price, which more than offset the increase in AISC. For zinc, the Average Realized Price increased to $3,356 per tonne, while AISC increased to $3,117 per tonne, resulting in a positive realized mining margin of $239 per tonne compared with $1,370 per tonne in Q1 2025. Although zinc remained profitable on a unit-margin basis, the year-over-year margin contraction reflected a larger increase in AISC relative to the realized zinc price. Overall, silver generated the stronger financial contribution in Q1 2026, while zinc remained positive but with a materially narrower unit margin.

 

-14-

 

Mining Operations - Porco Mine Operating Results

 

Porco Production Table(1)  

 

2026-Q1

    2025-Q4    

Change

Q1 vs Q4

    2026-Q1     2025-Q1    

Change

‘26-Q1 vs

‘25-Q1

 

Material Processed (tonnes milled)

    45,297       51,416       (12 )%     45,297       47,501       (5 )%
                                                 
Production                                                
Silver (ounces)     70,708       82,047       (14 )%     70,708       120,537       (41 )%
Zinc (tonnes)     2,833       2,727       4 %     2,833       2,674       6 %
Lead (tonnes)     114       108       6 %     114       161       (29 )%
                                                 
Average Grade                                                
Silver (g/t)     59       61       (3 )%     59       98       (39 )%
Zinc (%)     6.61       5.66       17 %     6.61       5.99       10 %
Lead (%)     0.34       0.28       20 %     0.34       0.46       (27 )%
                                                 
Metal Recovery                                                
Silver (%)     82       81       1 %     82       81       1 %
Zinc (%)     95       94       1 %     95       94       1 %
Lead (%)     74       74       0 %     74       73       1 %
                                                 
Metals Sold                                                
Silver ounces sold (payable ounces)(2)     66,274       49,110       35 %     66,274       143,689       -54 %
Zinc tonnes sold (payable tonnes)(2)     2,391       2,142       12 %     2,391       2,069       16 %
                                                 
Average realized price per silver ounce sold (3)     50.41       27.79       81 %     50.41       33.05       53 %
All-in sustaining cost per silver ounce sold(3)     59.90       62.06       (3 )%     59.90       25.87       132 %
Realized mining margin per silver ounce sold(3)     (9.49 )     (34.27 )     (72 )%     (9.49 )     7.18       (232 )%
                                                 
Average realized price per zinc tonne sold(3)     3,042       3,267       (7 )%     3,042       2,864       6 %
All-in sustaining cost per zinc tonne sold(3)     1,507       2,047       (26 )%     1,507       1,309       15 %
Realized mining margin per zinc tonne sold(3)     1,535       1,220       26 %     1,535       1,555       (1 )%

 

Notes:

 

(1) Readers are cautioned that Bolivar and Porco production figures are presented at 100% however the Company records only its 45% interest in the assets, liabilities, revenues and expenses of the Illapa business in its consolidated financial statements. The Company reports its segment information on a 100% basis with respect to Bolivar and Porco together with an elimination column representing COMIBOL’s 55% interest (refer to segment information note of the condensed interim consolidated financial statements).

 

(2) Silver ounces sold (payable ounces) and zinc tonnes sold (payable tonnes) are lower than the volumes produced due to two effects: (i) timing — concentrates produced in a quarter may be shipped and invoiced in a subsequent period; and (ii) commercial terms — payable ounces under offtake agreements are lower than produced ounces due to standard treatment and quality deductions applied by the customer.

 

(3) The Company reports non-GAAP measures, which include: cash cost of production per tonne milled, cash cost per silver ounce and zinc tonne sold, average realized price per silver ounce and zinc tonne sold, all-in sustaining cost per silver ounce, zinc tonne sold, realized mining margin per silver ounce or zinc tonne sold and realized realized ore processing margin per silver ounce or zinc tonne sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies even though the metrics have the same or similar names. Refer to the section titled “Non-GAAP Measures” in this MD&A.

 

Summary

 

The Porco Mine has been in operation for nearly 500 years. The complex consists of an underground mine, milling facility, maintenance workshop, tailing storage facility, water treatment plant, supplies warehouse, main office, two hospitals and Yancaviri Camp.

 

The milling facility processes approximately 17,000 tonnes of ore, and on average realizes 600 meters of total development per month. The mine is comprised of two production areas. Hundimiento uses long hole mechanized mining methods to exploit the deeper extension of the primary vein complex, and the Central zone which is conventionally mined using more selective shrinkage stoping.

 

The milling facility is sourced by the mine feed (approximately 60%), and the toll feed from the San Lucas feed sourcing business (40%).

 

-15-

 

Q1 2026 vs Q4 2025

 

Zinc production at Porco increased by 4% to 2,833 tonnes in Q1 2026, compared with 2,727 tonnes in Q4 2025. The increase was primarily attributable to a 17% improvement in zinc head grade to 6.61%, compared with 5.66% in Q4 2025, which reflected the mineralogical characteristics of the areas mined during the period, supported by a modest improvement in zinc recovery to 95% from 94%. This more than offset the impact of a 12% decrease in material processed. Silver production decreased by 14% to 70,708 ounces, compared with 82,047 ounces in Q4 2025, mainly reflecting lower material processed and a 3% decrease in silver head grade to 59 g/t, compared with 61 g/t, partially offset by a slight improvement in silver recovery to 82% from 81%.

 

From a unit margin perspective, zinc generated a positive margin in Q1 2026. The average realized price per zinc tonne sold was $3,042, compared with an AISC per zinc tonne sold of $1,507, resulting in a margin of $1,535 per tonne. This represented a 26% improvement from Q4 2025, primarily due to the 26% decrease in zinc AISC, despite a 7% decrease in the average realized zinc price. Silver unit economics improved compared with Q4 2025 but remained negative. The average realized price per silver ounce sold increased by 81% to $50.41, while AISC per silver ounce sold decreased by 3% to $59.90, resulting in a negative margin of $9.49 per ounce, compared with a negative margin of $34.27 per ounce in Q4 2025.

 

Overall, Porco’s productive performance improved for zinc and declined for silver compared with Q4 2025. The zinc result was mainly driven by stronger head grades and slightly higher recoveries, while the decrease in silver production reflected lower silver grades, partially offset by marginally better recoveries. From a unit margin perspective, zinc provided the stronger contribution and generated a positive unit margin, while silver margins improved but remained negative.

 

Q1 2026 vs Q1 2025

 

Zinc production increased by 6% to 2,833 tonnes in Q1 2026, compared with 2,674 tonnes in Q1 2025. The increase was primarily attributable to a 10% improvement in zinc head grade to 6.61%, compared with 5.99% in Q1 2025, which reflected the mineralogical characteristics of the areas mined during the period, supported by a slight improvement in zinc recovery to 95% from 94%. Silver production decreased by 41% to 70,708 ounces, compared with 120,537 ounces in Q1 2025. The decrease was mainly driven by a 39% reduction in silver head grade to 59 g/t, compared with 98 g/t in Q1 2025, partially offset by a modest improvement in silver recovery to 82% from 81%. The reduction in silver head grade was primarily related to the mineralogical characteristics of the areas mined. In addition, part of the material extracted came from development areas, which typically have higher dilution due to their characteristics and role in the mining process.

 

From a unit margin perspective, zinc continued to generate a positive margin in Q1 2026. The average realized price per zinc tonne sold was $3,042, compared with an AISC per zinc tonne sold of $1,507, resulting in a margin of $1,535 per tonne, broadly consistent with the $1,555 per tonne margin generated in Q1 2025. The slight 1% decrease in zinc margin reflected a 15% increase in AISC, largely offset by a 6% increase in the average realized zinc price. Silver unit economics declined year-over-year. The average realized price per silver ounce sold increased by 53% to $50.41, but AISC per silver ounce sold increased by 132% to $59.90, resulting in a negative margin of $9.49 per ounce, compared with a positive margin of $7.18 per ounce in Q1 2025.

 

Overall, Porco’s year-over-year productive performance was mixed. Zinc production improved, supported by higher grades and recoveries, while silver production declined mainly due to lower silver grades associated with the mineralogical characteristics of the areas mined and higher dilution from development material. From a unit margin perspective, zinc remained the stronger contributor, generating a positive margin, while silver moved to a negative unit margin despite higher realized silver prices.

 

-16-

 

Mining Operations - Caballo Blanco Group Operating Results

 

Caballo Blanco Group Production Table  

 

 

2026-Q1

    2025-Q4    

Change

Q1 vs Q4

    2026-Q1     2025-Q1    

Change

‘26-Q1 vs

‘25-Q1

 

Material Processed (tonnes milled)

    58,999       63,067       (6 )%     58,999       51,648       14 %
                                                 
Production                                                
Silver (ounces)     306,888       289,446       6 %     306,888       313,266       (2 )%
Zinc (tonnes)     3,967       4,409       (10 )%     3,967       3,549       12 %
Lead (tonnes)     767       769       0 %     767       486       58 %
                                                 
Average Grade                                                
Silver (g/t)     175       156       12 %     175       202       (14 )%
Zinc (%)     7.15       7.39       (3 )%     7.15       7.28       (2 )%
Lead (%)     1.54       1.51       2 %     1.54       1.15       34 %
                                                 
Metal Recovery                                                
Silver (%)     93       91       1 %     93       93       0 %
Zinc (%)     94       95       (1 )%)     94       94       0 %
Lead (%)     84       81       5 %     84       82       3 %
                                                 
Metals Sold                                                
Silver ounces sold (payable ounces)(1)     224,420       192,424       17 %     224,420       247,592       (9 )%
Zinc tonnes sold (payable tonnes)(1)     3,025       3,878       (22 )%     3,025       3,100       (2 )%
                                                 
Average realized price per silver ounce sold (2)     65.80       46.78       41 %     65.80       26.62       147 %
All-in sustaining cost per silver ounce sold(2)     22.71       27.94       (19 )%     22.71       12.01       89 %
Realized mining margin per silver ounce sold(2)     43.09       18.84       129 %     43.09       14.61       195 %
                                                 
Average realized price per zinc tonne sold(2)     3,179       3,284       (3 )%     3,179       3,006       6 %
All-in sustaining cost per zinc tonne sold(2)     2,142       2,172       (1 )%     2,142       1,281       67 %
Realized mining margin per zinc tonne sold(2)     1,037       1,113       (7 )%     1,037       1,725       (40 )%

 

Notes:

 

(1) Silver ounces sold (payable ounces) and zinc tonnes sold (payable tonnes) are lower than the volumes produced due to two effects: (i) timing — concentrates produced in a quarter may be shipped and invoiced in a subsequent period; and (ii) commercial terms — payable ounces under offtake agreements are lower than produced ounces due to standard treatment and quality deductions applied by the customer.

 

(2) The Company reports non-GAAP measures, which include: cash cost of production per tonne milled, cash cost per silver ounce and zinc tonne sold, average realized price per silver ounce and zinc tonne sold, all-in sustaining cost per silver ounce, zinc tonne sold, realized mining margin per silver ounce or zinc tonne sold and realized realized ore processing margin per silver ounce or zinc tonne sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies even though the metrics have the same or similar names. Refer to the section titled “Non-GAAP Measures” in this MD&A.

 

Summary

 

Following a thorough examination of the Don Diego milling facility processing performance, Caballo Blanco Group made a strategic adjustment in Q3 to improve metal recovery and concentrate value. Previously, the milling facility handled ore from three mines: Colquechaquita, Tres Amigos, and Reserva. A recent evaluation revealed that processing a blend of ores exclusively from Colquechaquita and Tres Amigos at Don Diego significantly improved silver recovery in the lead concentrate. This enhancement adds greater value to the lead concentrate and generates additional revenue for the Company. The process modification is consistent with our goal of enhancing efficiencies by improving metal recoveries and concentrate value.

 

Ore from the Reserva mine will now be processed and blended with ore from the San Lucas ore sourcing business to improve overall operating efficiency. The initial results of this adjustment reveal significant gains in silver in lead concentrate recovery, prompting management to adopt this new processing approach as the standard going forward. This revised operational framework will help both Caballo Blanco and San Lucas achieve more consistent recovery performance and maximize the value of its mineral resources.

 

-17-

 

Q1 2026 vs Q4 2025

 

Caballo Blanco’s silver production increased by 6% to 306,888 ounces in Q1 2026, driven primarily by a 12% improvement in silver head grade to 175 g/t and supported by an increase in silver recovery to 93% from 91%. The improvement in silver grade reflects the mineralogical characteristics of the areas mined during the quarter and contributed to stronger silver output despite lower material processed. Zinc production decreased by 10% to 3,967 tonnes, mainly due to a lower zinc head grade of 7.15% compared with 7.39% in Q4 2025, together with a modest decrease in zinc recovery to 94% from 95%. The lower zinc production therefore reflected a less favourable zinc grade and recovery profile during the quarter, while silver benefited from stronger grade performance and improved recovery.

 

From a financial contribution perspective, the margin analysis evaluates how productive performance translates into unit margins by comparing the Average Realized Price for each metal against its respective AISC. For silver, the Average Realized Price increased to $65.80 per ounce, while AISC decreased to $22.71 per ounce, resulting in a positive margin of $43.09 per ounce compared with $18.84 per ounce in Q4 2025. This represented a significant improvement in silver margins, driven by both a stronger realized price and lower AISC. For zinc, the Average Realized Price decreased to $3,179 per tonne, while AISC decreased modestly to $2,142 per tonne, resulting in a positive margin of $1,037 per tonne compared with $1,113 per tonne in Q4 2025. Although zinc continued to generate a positive contribution, the margin narrowed due to the lower realized zinc price. Overall, both silver and zinc contributed positively from a unit-margin perspective, with silver showing the stronger improvement and higher margin quality during the quarter.

 

Q1 2026 vs Q1 2025

 

Compared with Q1 2025, Caballo Blanco’s silver production decreased slightly by 2% to 306,888 ounces. The decrease was primarily attributable to a 14% reduction in silver head grade to 175 g/t, while silver recovery remained strong and broadly consistent at 93%. The lower silver grade reflects the mineralogical characteristics of the areas mined during Q1 2026, including the contribution of development material, which typically carries higher dilution due to its role in mine access and development. Zinc production increased by 12% to 3,967 tonnes, despite a modest reduction in zinc head grade to 7.15% from 7.28%, with zinc recovery remaining stable at 94%. This indicates that zinc performance was supported by stable metallurgical recovery and operating execution, partially offsetting the impact of slightly lower zinc grades.

 

From a financial contribution perspective, Caballo Blanco generated positive unit margins for both silver and zinc in Q1 2026. The Average Realized Silver Price increased to $65.80 per ounce from $26.62 per ounce in Q1 2025, while silver AISC increased to $22.71 per ounce from $12.01 per ounce. As a result, the silver margin increased to $43.09 per ounce compared with $14.61 per ounce in the prior-year period. For zinc, the Average Realized Price increased to $3,179 per tonne, while AISC increased to $2,142 per tonne, resulting in a positive margin of $1,037 per tonne compared with $1,725 per tonne in Q1 2025. This reflected a modest improvement in zinc unit margins, as the increase in realized zinc price more than offset the increase in AISC. Overall, both metals generated positive financial contribution in Q1 2026, with silver continuing to show the stronger unit-margin profile, while zinc provided a stable and improved contribution compared with the prior-year period.

 

-18-

 

Mining Operations - Zimapan Mine

 

Zimapan Production Table  

 

 

2026-Q1

    2025-Q4    

Change

Q1 vs Q4

    2026-Q1     2025-Q1    

Change

‘26-Q1 vs ‘25-Q1

 

Material Processed (tonnes milled)

    223,670       222,703       0 %     223,670       223,573       0 %
                                                 
Production                                                
Silver (ounces)     362,863       403,321       (10 )%     362,863       440,199       (18 )%
Zinc (tonnes)     4,040       5,008       (19 )%     4,040       4,498       (10 )%
Lead (tonnes)     1,005       1,237       (19 )%     1,005       1,389       (28 )%
Copper (tonnes)     308       287       7 %     308       279       10 %
                                                 
Average Grade                                                
Silver (g/t)     78       80       (2 )%     78       80       (2 )%
Zinc (%)     2.55       2.89       (12 )%     2.55       2.56       (1 )%
Lead (%)     0.62       0.72       (14 )%     0.62       0.72       (14 )%
Copper (%)     0.25       0.26       (1 )%     0.25       0.26       (3 )%
                                                 
Metal Recovery                                                
Silver (%)     65       70       (8 )%     65       77       (16 )%
Zinc (%)     71       78       (9 )%     71       79       (10 )%
Lead (%)     73       78       (6 )%     73       86       (15 )%
Copper (%)     54       50       8 %     54       48       14 %
                                                 
Metals Sold                                              
Silver ounces sold (payable ounces)(1)     391,654       367,817       6 %     391,654       423,357       (7 )%
Zinc tonnes sold (payable tonnes)(1)     3,921       5,034       (22 )%     3,921       4,417       (11 )%
                                                 
Average realized price per silver ounce sold(2)     65.19       57.49       13 %     65.19       29.08       124 %
All-in sustaining cost per silver ounce sold(2)     23.16       31.01       (25 )%     23.16       22.56       3 %
Realized mining margin per silver ounce sold(2)     42.03       26.48       59 %     42.03       6.52       544 %
                                                 
Average realized price per zinc tonne sold(2)     2,924       3,475       (16 )%     2,924       2,514       16 %
All-in sustaining cost per zinc tonne sold(2)     3,380       3,387       0 %     3,380       3,330       1 %
Realized mining margin per zinc tonne sold(2)     (456 )     88       (616 )%     (456 )     (816 )     (44 )%

 

Notes:

 

(1) Silver ounces sold (payable ounces) and zinc tonnes sold (payable tonnes) are lower than the volumes produced due to two effects: (i) timing — concentrates produced in a quarter may be shipped and invoiced in a subsequent period; and (ii) commercial terms — payable ounces under offtake agreements are lower than produced ounces due to standard treatment and quality deductions applied by the customer.

 

(2) The Company reports non-GAAP measures, which include: cash cost of production per tonne milled, cash cost per silver ounce and zinc tonne sold, average realized price per silver ounce and zinc tonne sold, all-in sustaining cost per silver ounce, zinc tonne sold, realized mining margin per silver ounce or zinc tonne sold and realized realized ore processing margin per silver ounce or zinc tonne sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies even though the metrics have the same or similar names. Refer to the section titled “Non-GAAP Measures” in this MD&A.

 

Summary

 

The Zimapan operation produces feed from the Carrizal and Monte mines, which are connected by a 7.4-kilometre underground access and haulage tunnel which terminates at the San Francisco process plant. Mining methods used include long hole and cut and fill stoping. The plant processes about 72,000 tonnes per month and produces three concentrates using differential flotation. Tailings Storage Facility and other support facilities are located adjacent and downstream of the plant location.

 

-19-

 

Q1 2026 vs Q4 2025

 

Zimapan’s silver production decreased by 10% to 362,863 ounces in Q1 2026 compared with Q4 2025. The decrease was primarily driven by lower silver recovery, which declined to 65% from 70%, while silver head grade was broadly stable at 78 g/t compared with 80 g/t in the prior quarter. This indicates that the quarter-over-quarter reduction in silver output was more closely related to metallurgical performance than to a material change in mined silver grade. Zinc production decreased by 19% to 4,040 tonnes, reflecting a combination of lower zinc head grade and lower recovery. Zinc head grade declined by 12% to 2.55%, while zinc recovery decreased to 71% from 78%. The lower zinc grade reflects the mineralogical characteristics of the areas mined during the quarter.

 

From a financial contribution perspective, the margin analysis evaluates how productive performance translates into unit margins by comparing the Average Realized Price for each metal against its respective AISC. For silver, the Average Realized Price increased to $65.19 per ounce, while AISC decreased to $23.16 per ounce, resulting in a positive margin of $42.03 per ounce compared with $26.48 per ounce in Q4 2025. The improvement in silver margin was driven by the stronger realized silver price, which more than offset the increase in AISC. For zinc, the Average Realized Price decreased to $2,924 per tonne; AISC stayed the roughly the same at $3,380 per tonne, resulting in an negative margin of $456 per tonne compared with a positive margin of $88 per tonne in Q4 2025. Overall, silver generated a strong positive financial contribution in Q1 2026, while zinc was negative on a unit-margin basis.

 

Q1 2026 vs Q1 2025

 

Compared with Q1 2025, Zimapan’s silver production decreased by 18% to 362,863 ounces. Silver head grade remained broadly consistent at 78 g/t compared with 80 g/t in the prior-year period, while silver recovery declined to 65% from 77%. The year-over-year decrease in silver production was therefore primarily attributable to lower metallurgical recovery rather than a significant reduction in silver grade. Zinc production decreased by 10% to 4,040 tonnes, despite zinc head grade remaining largely stable at 2.55% compared with 2.56% in Q1 2025. The reduction was mainly driven by lower zinc recovery, which decreased to 71% from 79%.

 

From a financial contribution perspective, Zimapan generated a strong positive unit margin from silver but a negative unit margin from zinc in Q1 2026. The Average Realized Silver Price increased to $65.19 per ounce, while silver AISC increased to to $23.16 per ounce, resulting in a positive margin of $42.03 per ounce compared with $6.52 per ounce in Q1 2025. This represented a significant improvement in silver unit margins, driven by a materially higher realized silver price and lower AISC. For zinc, the Average Realized Price increased modestly to $2,924 per tonne, while AISC increased marginally to $3,380 per tonne from $3,330 per tonne. As a result, the zinc margin improved to negative $456 per tonne compared with negative $816 per tonne in Q1 2025, but remained below breakeven. Overall, silver was the primary contributor to Zimapan’s unit-margin performance in Q1 2026, while zinc showed year-over-year improvement but continued to generate a negative unit margin.

 

-20-

 

Ore Processing Operations - San Lucas Group Operating Results

 

San Lucas Production Table  

 

2026-Q1

    2025-Q4    

Change

Q1 vs Q4

    2026-Q1     2025-Q1    

Change

‘26-Q1 vs

‘25-Q1

 

Material Processed (tonnes milled)

    94,767       105,587       (10 %)     94,767       86,695       9 %
                                                 
Production                                                
Silver (ounces)     341,405       366,600       (7 %)     341,405       295,021       16 %
Zinc (tonnes)     7,144       7,729       (8 %)     7,144       6,015       19 %
Lead (tonnes)     602       699       (14 %)     602       481       25 %
                                                 
Metal Recovery                                                
Silver (%)     81       80       1 %     81       86       (6 %)
Zinc (%)     89       89       0 %     89       91       (2 %)
Lead (%)     63       68       (7 %)     63       66       (4 %)
                                                 
Metals Sold                                                
Silver ounces sold (payable ounces)(1)     634,875       459,062       38 %     634,875       287,373       121 %
Zinc tonnes sold (payable tonnes)(1)     6,153       8,272       (26 %)     6,153       3,863       59 %
                                                 
Realized ore processing margin per silver ounce sold(2)     0.65       (10.33 )     (106 %)     0.65       1.02       (36 %)
Realized ore processing margin per zinc tonne sold(2)     497       633       (22 %)     497       1,650       (70 %)

Notes:

 

(1) Silver ounces sold (payable ounces) and zinc tonnes sold (payable tonnes) are lower than the volumes produced due to two effects: (i) timing — concentrates produced in a quarter may be shipped and invoiced in a subsequent period; and (ii) commercial terms — payable ounces under offtake agreements are lower than produced ounces due to standard treatment and quality deductions applied by the customer.

 

(2) The Company reports non-GAAP measures, which include: cash cost of production per tonne milled, cash cost per silver ounce and zinc tonne sold, average realized price per silver ounce and zinc tonne sold, all-in sustaining cost per silver ounce, zinc tonne sold, realized mining margin per silver ounce or zinc tonne sold and realized ore processing margin per silver ounce or zinc tonne sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies even though the metrics have the same or similar names. Refer to the section titled “Non-GAAP Measures” in this MD&A.

 

Summary

 

San Lucas is the Company’s ore sourcing and trading business in Bolivia and should be regarded as a strategic component of the broader Bolivian production portfolio. By procuring ore from third-party suppliers and processing it through the Company’s existing plants, San Lucas supports higher plant utilization, enhances fixed-cost absorption, and increases overall operating flexibility. Given its margin-based structure, purchase prices are aligned to contained metal value. San Lucas is best evaluated on the basis of margin generation and its contribution to overall operating efficiency, rather than on average feed grade alone.

 

Q1 2026 vs Q4 2025

 

San Lucas should be assessed as a margin-based ore processing business, where performance is driven by the ability to source and process third-party material through available plant capacity, generate payable metal volumes, and capture a positive processing margin. In Q1 2026, San Lucas processed 94,767 tonnes, a 10% decrease compared with 105,587 tonnes in Q4 2025. Metal production decreased across the main payable metals, with silver production decreasing by 7% to 341,405 ounces, zinc production decreasing by 8% to 7,144 tonnes, and lead production decreasing by 14% to 602 tonnes. The lower production levels were mainly driven by the reduction in processed material, partially offset in silver by a modest improvement in recovery to 81% from 80%. Zinc recovery remained stable at 89%, while lead recovery decreased to 63% from 68%.

 

From a margin perspective, San Lucas generated positive realized ore processing margins in Q1 2026 for both silver and zinc. The realized ore processing margin per silver ounce sold improved to $0.65 per ounce, compared with a negative margin of $10.33 per ounce in Q4 2025, reflecting a material improvement in silver unit economics. The realized ore processing margin per zinc tonne sold decreased by 22% to $497 per tonne, compared with $633 per tonne in Q4 2025. Although zinc margin remained positive, the decrease indicates lower margin capture per tonne sold during the period. Overall, San Lucas’ Q1 2026 performance declined from a production standpoint due to lower throughput, but the business continued to generate positive unit margins, with the most significant sequential improvement coming from silver, which moved from a negative to a positive processing margin.

 

Q1 2026 vs Q1 2025

 

Compared with Q1 2025, San Lucas processed 94,767 tonnes in Q1 2026, an increase of 9% from 86,695 tonnes. The higher processing volume supported increased metal production across all reported metals. Silver production increased by 16% to 341,405 ounces, zinc production increased by 19% to 7,144 tonnes, and lead production increased by 25% to 602 tonnes. The increase in production was mainly driven by higher processed volumes, partially offset by lower recoveries. Silver recovery decreased to 81% from 86%, zinc recovery decreased to 89% from 91%, and lead recovery decreased to 63% from 66%.

 

From a unit margin perspective, San Lucas remained positive but generated lower realized ore processing margins than in Q1 2025. The Ore processing margin per silver ounce sold decreased by 36% to $0.65 per ounce, compared with $1.02 per ounce in Q1 2025. The Ore processing margin per zinc tonne sold decreased by 70% to $497 per tonne, compared with $1,650 per tonne in Q1 2025. As a result, while San Lucas delivered higher production and higher payable metal sales volumes year-over-year, margin quality declined due to lower effective processing margins per unit sold: The margin was impacted by the appreciation of local currencies against the U.S. dollar, which increased reported costs in U.S. dollar terms when translating costs denominated in local currency. Overall, San Lucas’ year-over-year performance showed stronger throughput and metal production, but lower unit margin capture, with the business continuing to contribute positive processing margins under its ore sourcing model.

 

-21-

 

Other Properties

 

Soracaya is an approximately eight-hectare exploration asset located approximately 200 km south south-west of Potosi and 4.4 km from the San Vicente mine (owned by Pan American Silver). Verification of the resource to NI 43-101 standards is currently in progress as well as some claim maintenance work underground.

 

Qualified Person and Technical Disclosures

 

All scientific and technical disclosure contained in this MD&A was reviewed and approved by Garth Kirkham P.Geo. an independent consultant to the Company, who is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.

 

Production at the Zimapan Mine is not supported by a feasibility study on mineral reserves demonstrating economic or technical viability or any other independent economic study under NI 43-101. Accordingly, there is increased uncertainty and higher economic and technical risks of failure associated with production operations at the Zimapan Mine. Production and economic variables may vary considerably due to the absence of a complete and detailed site analysis according to and in accordance with NI 43- 101. Project failure may adversely impact the Company’s future profitability.

 

-22-

 

Overview of Financial Results

 

Three months ended March 31, 2026 and 2025

 

    Three months ended March 31,     Change  
    2026     2025     ‘26 vs ‘25  
                   
Revenues     127,529       70,314       81 %
                         
Mine operating costs                        
Cost of sales     (77,363 )     (37,878 )     104 %
Depletion, depreciation and amortization     (7,297 )     (4,577 )     59 %
Gross profit     42,869       27,859       54 %
                         
General and administrative expenses     (7,598 )     (4,920 )     54 %
Share-based compensation expense     (529 )     (159 )     233 %
Operating income     34,742       22,780       53 %
                         
Other income     3,125       143       2085 %
Foreign exchange gain     7,042       6,234       13 %
Income before tax     44,909       29,157       54 %
                         
Income tax expense     (16,439 )     (19,706 )     (17 )%
Net income for the period     28,470       9,451       201 %
                         
Other comprehensive income that may be reclassified subsequently to net income or loss:                        
Unrealized gain (loss) on marketable securities     (230 )     -       0 %
Currency translation differences     850       321       165 %
Comprehensive income for the period     29,090       9,772       198 %
                         
Net income per share(1):                        
Basic     0.31       0.11          
Diluted     0.30       0.11          
                         
Weighted average number of common shares(1):                        
Basic     92,176,513       88,963,885          
Diluted     94,092,385       88,963,885          

 

Notes:

 

(1) On December 10, 2025 the Company consolidated its issued and outstanding common shares on the basis of one post-consolidated common share for every four pre-consolidated common shares. The number of issued and outstanding shares and any per share amounts have been retrospectively restated.

 

Revenues for the quarter ended March 31, 2026 were $127,529, an increase of $57,215 as compared to Q1 2025. The increase was primarily due to an increase in the average realized price of silver from $32.54 in Q1 2025 to $63.30 in Q1 2026.

 

Cost of sales for the quarter ended March 31, 2026 was $77,363, an increase of $39,485 compared to Q1 2025. The increase was mainly driven by San Lucas, which operates a margin-based sourcing model, as higher silver and zinc prices in the current quarter increased ore purchase costs. The increase was further impacted by the change in exchange rate in Bolivia between quarters, leading to greater costs when translating Boliviano denominated transactions to the US dollar. Increase by cost category was primarily attributed to ore purchase costs and mining and plant maintenance costs.

 

Depreciation, depletion and amortization for the quarter ended March 31, 2026 was $7,297, an increase of $2,720 compared with Q1 2025. This movement was primarily due to a greater depletion of mineral properties in Bolivia, arising from the increase to the properties’ cost basis from continued development.

 

-23-

 

Overview of Financial Results (continued)

 

General and administrative expenses for the quarter ended March 31, 2026 were $7,598, an increase of $2,678 compared with Q1 2025. The increase was primarily attributable to greater salaries and benefits in Bolivia during the current period.

 

Other income for the quarter ended March 31, 2026 was $3,125, an increase of $2,982 compared with Q1 2025. This movement was attributed to the decrease in the change in the fair value of consideration payable as a result of the settlement of the base purchase price during the intervening period, and decreased zinc forward prices for the valuation of the contingent value rights. The change was further attributed to other income recognized in Bolivia driven by an increase in the interest income generated from VAT receivable balances due to higher inflation adjustment than previous years.

 

Foreign exchange gain for the quarter ended March 31, 2026 was $7,042, having increased by $808 from $6,234 in Q1 2025. This change was primarily attributed to the change in the Boliviano exchange rate, which led to a gain on the revaluation of monetary assets and liabilities.

 

Income tax expense for the quarter ended March 31, 2026 was $16,439, having decreased by $3,267 from $19,706 in Q1 2025. The decrease was attributed to a one-time deferred income tax expense recognized in the comparative Q1 2025 caused by the initial change of exchange rate being used to record transactions denominated in Bolivian Bolivianos. This was offset by an increase to current income tax expense during the quarter due to higher taxable income.

 

Summary of Quarterly Results

 

The following table presents selected financial information for each of the most recent eight quarters:

 

    2026     2025     2024  
    Q1     Q4     Q3     Q2     Q1     Q4     Q3     Q2  
Revenues     127,529       102,784       79,989       73,295       70,314       81,669       78,244       70,485  
Mine operating costs     84,660       66,697       59,823       48,007       42,455       56,419       62,522       54,629  
Gross profit     42,869       36,087       20,166       25,288       27,859       25,250       15,722       15,856  
Operating expenses     (8,127 )     (6,749 )     (7,213 )     (5,306 )     (5,079 )     (6,068 )     (6,592 )     (6,806 )
Net income (loss)     28,470       (4,550 )     16,344       20,977       9,451       12,842       17,534       1,449  
Net income (loss) per share – basic and diluted (1)     0.31       (0.05 )     0.05       0.06       0.03       0.06       0.05       0.00  

 

(1) On December 10, 2025 the Company consolidated its issued and outstanding common shares on the basis of one post-consolidated common share for every four pre-consolidated common shares. The number of issued and outstanding shares and any per share amounts have been retrospectively restated.

 

The Company’s quarterly results vary based on the silver ounces and zinc tonnes sold per period together with the average realized silver and zinc prices for the period.

 

-24-

 

Liquidity, Capital Resources and Contractual Obligations

 

Liquidity

 

As at March 31, 2026, the Company had cash and cash equivalents of $42,651 (December 31, 2025 - $44,267). The Company’s cash is not exposed to liquidity risk and there is no restriction on the ability of the Company to use these funds to meet its obligations. The Company also has $22,232 of marketable securities, which consist of liquid holdings of US treasury bills and treasury notes that can be readily sold to be converted into cash. The securities are held with Stifel bank which uses a portion of the holdings as collateral for the Standby Letters of Credit that were issued to Banco BISA and Banco Credito de Bolivia (see note 10(a) of the condensed interim consolidated financial statements). Although the securities held can be readily converted to cash, they are restricted to the extent that the amounts serve as collateral. The Standby Letter of credit issued to Banco BISA is for $10,000 and expires on May 26, 2026. The standby letter of credit issued to Banco Credito de Bolivia is for $5,800 and expires on March 26, 2026, and automatically renews each year. The amount held as collateral has been classified as non-current.

 

For the three months ended March 31, 2026, the Company reported net income of $28,470 (three months ended March 31, 2025 - net income of $9,451). As at March 31, 2026, the Company had working capital of $75,901 (December 31, 2025 - working capital of $63,688).

 

The Company has a consideration payable balance outstanding for the acquisition of the Sinchi Wayra and Illapa operations which occurred in 2022. The consideration payable consisted of a base purchase price obligation and contingent value rights (“CVR”) obligation. The base purchase price obligation was fully paid in the third quarter of 2025, only the contingent value rights remain outstanding. The CVR has not resulted in any payments to date because the price of zinc has not reached the levels that would trigger a payment (greater than $3,850 per tonne).

 

At March 31, 2026, the Company has non-current loans payable of $215 (December 31, 2025 - $1,344), and non-current consideration payable to Glencore of $19,278 (December 31, 2025 - $20,243). The consideration payable to Glencore is an estimated fair value of CVR payments that will only become payable if zinc price exceeds $3,850, which has not yet occurred.

 

Credit Facilities and Borrowings

 

The Company has a secured credit facility denominated in Bolivian Bolivianos with Banco BISA S.A. of BOB 55,000 ($6,064), which is comprised of a revolving credit facility of BOB 48,800 ($5,380) for the financing of mining operations and working capital with a fixed interest rate between 6.0% and 10.00% per annum.

 

The Company also has an unsecured revolving credit facility for working capital requirements and a loan guarantee with Banco de Crédito de Bolivia S.A. for a total of BOB 48,020 ($5,294). The credit facility has a weighted average fixed interest rate of 10.00% per annum and the weighted average interest rate on the loan guarantee facility is 2.0%.

 

On August 8, 2025, the Company completed an offering of BOB 70,000 ($7,718) under its San Lucas Promissory Notes Issuance program. The notes under the offering have an interest rate of 7.00% and a maturity date of June 15, 2026. On April 8, 2026, the Company completed an additional offering of BOB 70,000 ($7,718). The notes have an annual interest rate of 10.8168%, mature on March 22, 2027, and are unsecured.

 

On February 14, 2026 the Company obtained an unsecured 6 month working capital term loan for BOB 17,150 ($1,891) with a fixed interest rate of 10.0% with repayment of interest and principal at the end of the term from Banco Mercantil Santa Cruz S.A. On March 17, 2026, the Company obtained an unsecured 6 month working capital term loan for BOB 14,000 ($1,544) with a fixed interest rate of 10% with repayment of interest and principal at the end of the term from Banco Bisa S.A. On March 31, 2026, the Company obtained an additional working capital term loan from Banco BISA S.A. for BOB 69,986 ($7,716). The loan term is 360 calendar days and due on March 26, 2027. The loan is unsecured and has a fixed interest rate of 10%.

 

On December 30, 2024, the Financial System Supervisory Authority (ASFI) authorized the San Lucas Bonds Program. The San Lucas Bonds program allows the Company to issue up to $40,000 of unsecured bonds in the Bolivian Stock market (Bolsa Boliviana de Valores), the bonds can be denominated in USD or Bolivian Bolivianos. As at March 31, 2026, no bonds have been issued under the program.

 

-25-

 

Liquidity, Capital Resources and Contractual Obligations (continued)

 

Cash Flow

 

The Company’s cash flows from operating, investing, and financing activities during the quarter ended March 31, 2026 are summarized as follows:

 

    Three months ended March 31,  
    2026     2025  
Cash flow                
Cash generated by operating activities     8,774       6,289  
Cash (used by) provided by investing activities     (9,858 )     (16,845 )
Cash (used by) provided by financing activities     (471 )     7,366  
Decrease in cash and cash equivalents     (1,555 )     (3,190 )
Effect of exchange rate on cash held in foreign currencies     (61 )     (4 )
Cash, beginning of the period     44,267       35,721  
Cash, end of the period     42,651       32,527  

 

Operating Activities

 

Operating cash flow for the quarter increased by $2,485 compared to 2025. Higher operating cash flow was primarily driven by a higher average realized price of silver of $63.30 during the quarter compared to $32.54 in the comparative period in 2025.

 

Investing Activities

 

Cash used in investing activities decreased by $6,987 compared to 2025. The decrease was attributed to the full repayment and extinguishment of the base purchase price of the consideration payable to Glencore for the acquisition of Sinchi Wayra in 2025. This was offset by an increase in capital expenditures of $2,583 during the quarter.

 

The Company continues to invest in marketable securities that are held with Stifel Bank, which uses a portion of the holdings as collateral for the Standby Letters of Credit that were issued to Banco BISA and Banco Credito de Bolivia. The Company reinvested its $7,050 proceeds from disposals during the period into purchases of additional securities for the same amount

 

Financing Activities

 

For the three months ended March 31, 2026, cash used by financing activities was $471, compared to a net amount provided of $7,366 in 2025. During the current quarter, the Company received $24,347 from the proceeds of loans and repaid $25,445 on those loans and lease liabilities, compared to $33,555 and $26,189 respectively during 2025.

 

Proceeds from the exercise of stock options were $627, compared to $nil in 2025.

 

Capital Resources

 

The Company’s objective when managing capital is to maintain financial flexibility to continue as a going concern while optimizing growth and maximizing returns of investments from shareholders.

 

The Company monitors its capital structure and based on changes in operations and economic conditions, may from time to time adjust the structure by repurchasing shares, issuing new shares, issuing new debt or retiring existing debt. The Company prepares an annual budget and quarterly forecasts to facilitate the management of its capital requirements. The annual budget is approved by the Company’s Board of Directors.

 

The Company is not subject to any externally imposed capital requirements with the exception of compliance with covenants for the San Lucas Promissory Notes Issuance program. The Company is fully compliant with all financial covenants stipulated in the agreement.

 

-26-

 

Liquidity, Capital Resources and Contractual Obligations (continued)

 

Contractual Obligations

 

The expected maturity of the Company’s contractual obligations as at March 31, 2026 are outlined below:

 

    <1
year
    1 - 2
years
    2 - 5
years
    >5
years
    Total  
    $     $     $     $     $  
Trade payables and accrued liabilities     42,174       6,606       -       -       49,320  
Consideration payable - CVR & additional payments     2,319       5,372       11,927       6,840       26,458  
Loans payable     48,627       215       -       -       48,842  
Lease payments     39       35       35       -       109  
      93,699       12,228       11,962       6,840       124,729  

 

Liquidity Outlook

 

The Company believes that the cash on hand, combined with expected operating cash flows, will be sufficient to meet operating requirements as they arise for at least the next 12 months. With respect to longer term capital expenditure funding requirements, the Company believes that cash flow from its existing operations, available credit through existing debt facilities and access to debt and capital markets is adequate and will enable the Company to maintain an appropriate overall liquidity position. The Company continues to assess financing alternatives, including equity or debt or a combination of both, to fund future growth.

 

Off-balance Sheet Arrangements

 

The Company has not entered into any material off-balance sheet arrangement such as guarantee contracts, contingent interests in assets transferred to unconsolidated entities or derivative financial obligations.

 

Transactions with Related Parties

 

During the three months ended March 31, 2026 and 2025, the Company incurred the following charges for directors, officers, and other members of key management of the Company, as well as for companies controlled by directors and officers of the Company:

 

    Three months ended March 31,  
    2026     2025  
Management and consulting fees     695       682  
Share-based compensation     395       149  
      1,090       831  

 

Of the $695 in management and consulting fees incurred with related parties during the three months ended March 31, 2026, $57 (2025 - $56) was related to directors’ fees and $638 (2025 - $626) was related to management fees.

 

Key management includes directors of the Company, the CEO, the CFO, the Executive Chairman, and other members of key management. Other than the amounts disclosed above, there was no other compensation paid or payable to key management for employee services for the reported periods.

 

Subsequent Events

 

Refer to note 10(d) of the condensed interim consolidated financial statements for the three months ended March 31, 2026 and 2025 for a description of the subsequent event related to the additional offering of promissory notes.

 

-27-

 

Material Accounting Estimates and Judgments

 

In preparing the accompanying consolidated financial statements, management has made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income, and expenses. Actual results may differ from these estimates.

 

Management reviews estimates and their underlying assumptions on an ongoing basis. Revisions to estimates are recognized prospectively.

 

Judgements, estimates, and assumptions that have been made in applying accounting policies that have the most significant effects on the amounts recognized in the accompanying unaudited condensed interim consolidated financial statements are presented in our audited financial statements for the year ended December 31, 2025.

 

Accounting Policies Including Changes in Accounting Policies and Initial Adoption

 

Refer to Note 3 of the 2025 annual audited consolidated financial statements for a detailed discussion.

 

Financial Instruments and Other Instruments

 

The carrying amounts of the Company’s financial assets and financial liabilities by category are as follows:

 

March 31, 2026   Amortized cost     FVTPL     FVTOCI     Total  
    $     $     $     $  
Financial assets                                
Cash and cash equivalents     42,651       -       -       42,651  
Marketable securities     -       -       22,232       22,232  
Trade and other receivables     21,872       31,117       -       52,989  
      64,523       31,117       22,232       117,872  
Financial liabilities                                
Trade payables and accrued liabilities     49,320       -       -       49,320  
Consideration payable     -       19,278       -       19,278  
Loans payable     48,842       -       -       48,842  
Other liabilities     19,245       -       -       19,245  
      117,407       19,278       -       136,685  

 

December 31, 2025   Amortized cost     FVTPL     FVTOCI     Total  
Financial assets                                
Cash and cash equivalents     44,267       -       -       44,267  
Marketable securities     -       -       22,462       22,462  
Trade and other receivables     22,977       20,371       -       43,348  
      67,244       20,371       22,462       110,077  
Financial liabilities                                
Trade payables and accrued liabilities     54,569       -       -       54,569  
Consideration payable     -       20,243       -       20,243  
Loans payable     51,986       -       -       51,986  
Other liabilities     23,598       -       -       23,598  
      130,153       20,243       -       150,396  

 

Financial Instruments and Other Instruments

 

The categories of the fair value hierarchy that reflect the inputs to valuation techniques used to measure fair value are as follows:

 

Level 1: Quoted prices in active markets for identical assets or liabilities;
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and
Level 3: Inputs for the asset or liability based on unobservable market data.

 

-28-

 

Financial Instruments and Other Instruments (continued)

 

The carrying values of cash, other receivables, and trade payables and accrued liabilities approximate their fair values because of their short-term nature.

 

Marketable securities consist of US treasury notes and US treasury bills which are held as part of the Company’s cash position and liquidity management strategy. The marketable securities are measured at fair value using level 1 inputs, the unrealized gain/loss is recorded as other comprehensive income and once the securities are sold or mature the corresponding gain/loss is recorded as other income/expense.

 

The securities are held with Steifel bank which uses a portion of the holdings as collateral for the Standby Letters of Credit that were issued to Banco BISA and Banco Credito de Bolivia (see note 10(a) of the condensed interim consolidated financial statements). Although the securities held can be readily converted to cash they are restricted to the extent that the amounts serve as collateral. The Standby Letter of credit issued to Banco BISA is for $10,000 and expires on May 26, 2026. The standby letter of credit issued to Banco Credito de Bolivia is for $5,800 and expires on March 26, 2026, and automatically renews each year. Since the standby letter of credit to Banco Credito de Bolivia will renew indefinitely, the amount held as collateral has been classified as non-current.

 

Trade receivables are measured at fair value using Level 2 inputs. The fair value of trade receivables is measured based on inputs other than quoted prices for the underlying commodity prices (silver, lead, zinc, copper) to which the receivable relates as the trade receivables are provisionally priced at the time of sale.

 

The fair value of the loans payable for disclosure purposes is determined using discounted cash flows based on the expected amounts and timing of future cash flows discounted using a market rate of interest adjusted for appropriate credit risk.

 

The levels in the fair value hierarchy into which the Company’s financial assets and liabilities that are measured and recognized on the consolidated statements of financial position at fair value on a recurring basis were categorized as follows:

 

    March 31, 2026     December 31, 2025  
    Level 1     Level 2     Level 3     Level 1     Level 2     Level 3  
    $     $     $     $     $     $  
Assets                                                
Marketable securities     22,232       -       -       -       -       -  
Trade and other receivables     -       31,117       -       -       20,371       -  
      22,232       31,117       -       -       20,371       -  
                                                 
Liabilities                                                
Consideration payable     -       -       19,278       -       -       20,243  
      -       -       19,278       -       -       20,243  

 

The majority of the Company’s trade receivables arose from provisional concentrate sales and are valued using quoted market prices based on the forward London Metal Exchange for silver, zinc and lead and the London Bullion Market Association P.M. fix for silver.

 

The methodology and assessment of inputs for determining the fair value of financial assets and liabilities as well as the levels of hierarchy for the Company’s financial assets and liabilities measured at fair value remains unchanged from that as at December 31, 2025.

 

The Company has exposure to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives for growth and shareholder returns. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.

 

-29-

 

Financial Instruments and Other Instruments (continued)

 

Credit risk

 

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company’s trade receivables.

 

The Company has concentrate contracts to sell the zinc and lead concentrates produced by all of the Company’s mines and the San Lucas trading business. Concentrate contracts are a common business practice in the mining industry. The terms of the concentrate contracts may require the Company to deliver concentrate that has a value greater than the payment received at the time of delivery, thereby introducing the Company to credit risk of the buyers of concentrates. Should any of these counterparties not honour purchase arrangements, or should any of them become insolvent, the Company may incur losses for products already shipped and be forced to sell its concentrates on the spot market or it may not have a market for its concentrates and therefore its future operating results may be materially adversely impacted. At March 31, 2026, the Company had receivable balances associated with buyers of its concentrates of $31,117 (December 31, 2025 - $20,371). The Company’s concentrate is sold to well-known concentrate buyers.

 

The following financial assets represent the maximum credit risk to the Company:

 

   

March 31,

2026

    December 31,
2025
 
    $     $  
Cash     42,651       44,267  
Marketable securities     22,232       22,462  
Trade and other receivables     52,990       43,348  

 

Management constantly monitors and assesses the credit risk resulting from its concentrate sales, trading counterparties and customers. Other than as set out in the above table, the Company believes it is not exposed to significant credit risk.

 

Liquidity risk

 

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages its liquidity risk by continuously monitoring forecasted and actual cash flows. The Company has in place a rigorous planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its expansion plans. The Company strives to maintain sufficient liquidity to meet its short-term business requirements, taking into account its anticipated cash flows from operations, its holdings of cash and short-term investments, and its committed loan facilities.

 

In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following tables summarize the remaining contractual maturities of the Company’s financial liabilities and operating and capital commitments on an undiscounted basis:

 

    <1
year
    1 - 2
years
    2 - 5
years
    >5
years
    Total  
    $     $     $     $     $  
Trade payables and accrued liabilities     42,174       6,606       -       -       49,320  
Consideration payable - CVR & additional payments     2,319       5,372       11,927       6,840       26,458  
Loans payable     48,627       215       -       -       48,842  
Lease payments     39       35       35       -       109  
      93,699       12,228       11,962       6,840       124,729  

 

-30-

 

Financial Instruments and Other Instruments (continued)

 

Currency risk

 

The Company reports its financial statements in USD; however, the Company operates in jurisdictions that utilize other currencies. As a consequence, the financial results of the Company’s operations as reported in USD are subject to changes in the value of the USD relative to local currencies. Since the Company’s sales are denominated in USD and a portion of the Company’s operating costs and capital spending are in local currencies, the Company is negatively impacted by strengthening local currencies relative to the USD and positively impacted by the inverse.

 

The sensitivity of the Company’s net income to changes in the exchange rate between the US dollar and the Bolivian boliviano, the US dollar and the Mexican peso and the US dollar and the Canadian dollar, respectively, would be as follows: a 1% change in the US dollar exchange rate relative to the Bolivian boliviano would change the Company’s net income by approximately $178, a 1% change in the US dollar exchange rate relative to the Mexican peso would change the Company’s net income by approximately $146, and a 1% change in the US dollar exchange rate relative to the Canadian dollar would change the Company’s net income by approximately $(37).

 

The Company’s financial assets and liabilities as at March 31, 2026 are denominated in Canadian dollars, US dollars, Bolivian bolivianos and Mexican pesos and translated to US dollars as follows:

 

    CAD     BOB     USD     MXN     Total  
    $     $     $     $     $  
Financial assets                                        
Cash and cash equivalents     1,486       24,181       15,866       1,118       42,651  
Marketable securities     -       -       22,232       -       22,232  
Trade and other receivables     34       20,752       32,110       93       52,989  
      1,520       44,933       70,208       1,211       117,872  
                                         
Financial liabilities                                        
Trade payables and accrued liabilities     254       29,566       3,769       15,731       49,320  
Consideration payable     -       -       19,278       -       19,278  
Loans payable     -       48,842       -       -       48,842  
Other liabilities     -       10,265       6,901       2,079       19,245  
      254       88,673       29,948       17,810       136,685  
Net financial assets (liabilities)     1,266       (43,740 )     40,260       (16,599 )     (18,813 )

 

Interest rate risk

 

The fair values and future cash flows of the Company will fluctuate because of changes in market interest rates generating interest rate risk. The Company monitors its exposure to interest rates and has not entered into any derivative contracts to manage this risk. As at March 31, 2026, the Company’s exposure to interest rate risk on interest bearing liabilities is limited to its consideration payable, debt facilities and lease liabilities. Based on the Company’s interest rate exposure at March 31, 2026, a change of 1% increase or decrease of market interest rate would impact the Company’s income or loss by approximately $489.

 

Price risk

 

Metal price risk is the risk that changes in metal prices will affect the Company’s income or the value of its related financial instruments. The Company derives its revenue from the sale of silver, zinc, lead and copper. The Company’s sales are directly dependent on metal prices that have shown significant volatility and are beyond the Company’s control. Consistent with the Company’s mission to provide equity investors with exposure to changes in precious metal prices, the Company’s current policy is to not hedge the price of precious metal.

 

-31-

 

Outstanding Share Data

 

As at the date of this report, the Company has 92,740,699 common shares issued and outstanding, 1,331,456 common shares issuable under stock options, 266,915 common shares issuable under restricted share units, 125,000 common shares issuable under performance share units, 168,750 common shares issuable under deferred share units.

 

On December 10, 2025 the Company consolidated its issued and outstanding common shares on the basis of one post-consolidated common share for every four pre-consolidated common shares. The number of issued and outstanding shares, options, warrants, DSUs, RSUs and PSUs, and any per share amounts in these financial statements have been retrospectively restated in notes 10, 13, and 23 for all periods presented unless otherwise stated.

 

Internal Controls over Financial Reporting and Disclosure Controls and Procedures

 

The Company has disclosure controls and procedures in place to provide reasonable assurance that any information required to be disclosed by the Company under securities legislation is recorded, processed, summarized and reported within the applicable time periods and that required information is gathered and communicated to the Company’s management so that decisions can be made about the timely disclosure of that information.

 

The Company’s management is responsible for establishing and maintaining adequate internal controls over financial reporting. Any system of internal controls over financial reporting, no matter how well designed, has inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

 

The Company’s management, including the Chief Executive Officer and the Chief Financial Officer, believe that any disclosure controls and procedures or internal controls over financial reporting, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, the Company’s management cannot provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been prevented or detected. These inherent limitations include the realities that judgements in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by unauthorized override of the control. The design of any control system is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Accordingly, because of the inherent limitations in a cost- effective control system, misstatements due to error or fraud may occur and not be detected.

 

Non-GAAP Measures

 

Silver and Zinc Equivalent Production Figures

 

Commencing Q1 2026, the Company modified its production disclosure to include Zinc Equivalent tonnes produced and has updated the method of calculating Silver Equivalent Ounces produced. The Company considers silver equivalent (“AgEq”) ounces and zinc equivalent (“ZnEq”) tonnes to be useful production metrics for evaluating its multi-metal production profile but they should be considered only supplemental. These measures are commonly used in the mining industry as reference metrics to facilitate period-over-period comparisons and, where relevant, benchmarking against industry peers. The metrics should be viewed as supplemental to, and not a substitute for the actual metal production volumes disclosed for each metal.

 

AgEq ounces and ZnEq tonnes are calculated by applying conversion factors that normalize the value of each non-reference metal to the selected reference metal. For AgEq ounces, the values of zinc, lead, and copper are converted into silver equivalent ounces. For ZnEq tonnes, the values of silver, lead, and copper are converted into zinc equivalent tonnes. Each conversion factor is derived from the ratio of the in-situ metal value of the contained fine metal to the price of the reference metal used in the equivalency calculation. The denominator used to calculate silver equivalent ounces is the silver price, while the denominator used to calculate zinc equivalent tonnes is the zinc price. This methodology expresses multi-metal production in a common unit of measure. Since the silver price and zinc price are the denominators in each metric, price variations of these metals can significantly affect the result, especially when one metal price changes significantly relative to the other metal prices.

 

-32-

 

Non-GAAP Measures (continued)

 

The metal prices used in the calculation of AgEq and ZnEq are based on the average quarterly prices quoted on the London Metal Exchange (“LME”). Previously, the Company used budgeted metal prices which were only updated annually. The Company considers that it is more appropriate to use the quarter’s actual prices to determine the period’s AgEq and ZnEq production volumes to better reflect production results in the context of volatile market prices. Previously reported AgEq ounces produced have been updated using the period’s corresponding quarterly average LME prices instead of the budgeted prices which were previously used.

 

Metal Prices   Silver     Zinc     Lead     Copper  
    $     $     $     $  
Average Q1-LME - 2026     84.39       3,243       1,931       12,852  
Average Q4-LME - 2025     54.83       3,165       1,971       11,100  
Average Q1-LME - 2025     31.91       2,838       1,970       9,346  

 

The methods used by the Company to calculate these equivalencies may differ from those used by other companies reporting similar metrics and may not be directly comparable. These measures are intended to provide additional information and should not be considered in isolation or as a substitute for performance measures prepared in accordance with IFRS.

 

Cash costs, all -in sustaining costs, average realized price and mining and ore processing margin

 

The Company has included certain non-GAAP performance measures throughout this MD&A including cash cost per tonne milled, cash cost per silver ounce sold, cash cost per zinc tonne sold, all-in sustaining cost (“AISC”) per silver ounce sold, all-in sustaining cost (“AISC”) per zinc tonne sold, average realized price per silver ounce sold, average realized price per zinc tonne sold, mining/ore processing margin per silver ounce sold, mining/ore processing margin per zinc tonne sold, and adjusted EBITDA each as defined in this section.

 

These performance measures are employed by the Company to measure its operating and financial performance internally, to assist in business decision-making, and provide key performance information to senior management. The Company believes that, in addition to conventional measures prepared in accordance with IFRS, certain investors and other stakeholders also use these non-GAAP measures as information to evaluate the Company’s operating and financial performance. As there are no standardized methods of calculating these non-GAAP measures, the Company’s methods may differ from those used by others and, accordingly, the Company’s use of these measures may not be directly comparable to similarly titled measures used by others. Accordingly, these non-GAAP measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.

 

Cash cost of production per tonne milled, cash cost per silver ounce sold, cash cost per zinc tonne sold, all-in sustaining cost (“AISC”) per silver ounce sold, all-in sustaining cost (“AISC”) per zinc tonne sold

 

The non-GAAP measures of cash cost per silver ounce sold and cash cost per zinc tonne sold and cash cost of production per tonne milled are used by the Company to manage and evaluate operating performance at respective mining operations and are widely reported in the silver mining industry as benchmarks for performance, but do not have a standardized meaning. cash costs are calculated based on the cash operating costs at the respective mining operations and, in the case of cash cost per silver ounce sold and cash cost per zinc tonne sold, also include the third party concentrate treatment, smelting and refining cost.

 

Management of the Company believes that the Company’s ability to control the cash cost per silver ounce and zinc tonne sold and cash cost of production per tonne milled are three of its key performance drivers impacting both the Company’s financial condition and results of operations. Having a low cash cost of production per tonne milled, when taken in connection with effective management of mining dilution, will improve the cash cost per silver ounce and zinc tonne produced. Having a low-cost base per silver ounce and zinc tonne of production allows the Company to continue operating during times of declining commodity prices and provides more flexibility in responding to changing market conditions. In addition, low-cost operations offer a better opportunity to generate positive cash-flows, which improves the Company’s financial condition. The Company believes these measures provide investors and analysts with useful information about the Company’s underlying cash costs of operations and are relevant metrics used to understand the Company’s operating profitability and ability to generate cash-flow.

 

-33-

 

Non-GAAP Measures (continued)

 

To facilitate a better understanding of these measures as calculated by the Company, the following tables provides a detailed reconciliation between the cash cost per silver ounce sold, cash cost per zinc tonne sold and the cash cost of production per tonne milled, and the Company’s operating expenses as reported in the Company’s consolidated statements of income (loss) and comprehensive income (loss) contained in the respective financial statements for the referenced periods.

 

The company’s operations are poly-metallic whereby each tonne of ore milled generates primarily payable ounces of silver and tonnes of zinc but also generates payable tonnes of lead and copper. The combined revenues of lead and copper are incidental to our primary metal production of silver and zinc because they generate less than 10% of total revenues. Lead and copper concentrate is produced primarily to obtain the silver contained within so the Company has adopted the practice of calculating the net cost of producing an ounce of silver, after deducting revenues gained from incidental by-product production of lead and copper. This performance measurement has been commonly used in the mining industry for many years and was developed as a relatively simple way of comparing the net production costs of the primary metal for a specific period against the prevailing market price of that metal.

 

The company’s primary payable metals are silver ounces and zinc tonnes, the revenue generated by each metal varies depending on prevailing metal prices but because one metal generates greater than 30% of the total revenues, the Company has concluded that reporting costs as co-products by silver ounces sold and zinc tonnes sold is the most appropriate way to assess the performance of its operations. The total tonnes of ore milled in the period generates silver and zinc payable metals, the ratio of payable silver and zinc produced from each tonne milled is used to allocate each period’s production costs between silver ounces sold and zinc tonnes sold. The company calculates the tonnes milled to payable silver and zinc for each operation and for each period separately in order to most appropriately allocate costs between each primary metal for the purposes of determining the cash cost per silver ounce and zinc tonne sold.

 

AISC is a non-GAAP measure and was calculated based on guidance provided by the World Gold Council (“WGC”) in September 2013. WGC is not a regulatory industry organization and does not have the authority to develop accounting standards for disclosure requirements. Other mining companies may calculate AISC differently as a result of differences in underlying accounting principles and policies applied, as well as differences in definitions of sustaining versus development capital expenditures.

 

AISC is a more comprehensive measure than cash cost per ounce for the Company’s operating performance by providing greater visibility, comparability and representation of the total costs associated with producing silver from its mining operations.

 

Consolidated AISC includes total production cash costs incurred at the Company’s mining operations, which forms the basis of the Company’s total cash costs. Additionally, the Company includes sustaining capital expenditures, corporate general and administrative expense, sustaining share-based payments, and reclamation cost accretion. The Company defines sustaining capital expenditures as, “costs incurred to sustain and maintain existing assets at current productive capacity and constant planned levels of productive output without resulting in an increase in the life of assets, future earnings, or improvements in recovery or grade. Sustaining capital includes costs required to improve/enhance assets to minimum standards for reliability, environmental or safety requirements.”

 

The Company believes that the AISC measure represents the total sustainable costs of producing silver and zinc from current operations and provides the Company and other stakeholders of the Company with additional information of the Company’s operational performance and ability to generate cash flows. As the measure seeks to reflect the full cost of silver and zinc production from current operations, new project capital and expansionary capital at current operations are not included. Certain other cash expenditures, including tax payments, dividends and financing costs are also not included.

 

-34-

 

Non-GAAP Measures (continued)

 

Mining Operations - Cash costs per silver ounce or zinc tonne sold

 

Cash costs per silver ounce or zinc tonne sold, all-in sustaining cost (“AISC”) per silver ounce or zinc tonne sold, and cash cost of production per tonne milled. The following tables provide a detailed reconciliation of these measures to our operating expenses, as reported in our condensed interim consolidated financial statements.

 

Consolidated

 

    Three Months Ended March 31, 2026  
    Silver     Zinc     Total  
Cost of sales     21,664       21,230       42,894  
Transportation and other selling cost     (2,501 )     (2,483 )     (4,984 )
Royalty     (2,299 )     (2,390 )     (4,689 )
Inventory change     568       476       1,044  
Cash cost of production (A)     17,431       16,833       34,265  
Cost of sales     21,664       21,230       42,894  
Concentrate treatment, smelting and refining cost     3,489       3,281       6,770  
By-product lead revenue     (3,482 )     -       (3,482 )
By-product copper revenue     (3,839 )     -       (3,839 )
Cash cost of silver ounce or zinc tonne sold (B)     17,831       24,512       42,343  
Sustaining capital expenditures     5,938       5,866       11,804  
General and administrative expenses     3,204       2,904       6,108  
Accretion of decommissioning and restoration provision     576       562       1,137  
All-in sustaining cost (C)     27,549       33,843       61,392  
Material processed (tonnes milled) (D)                     393,010  
Silver ounces or zinc tonnes sold (E)     871,752       12,402          
Cash cost per silver ounce or zinc tonne sold (B/E)     20.45       1,976          
All-in sustaining cost per silver ounce or zinc tonne sold (C/E)     31.60       2,729          
Cash cost of production per tonne milled (A/D)                     87.19  

 

    Three Months Ended March 31, 2025  
    Silver     Zinc     Total  
Cost of sales     18,031       16,697       34,728  
Transportation and other selling cost     (2,892 )     (2,572 )     (5,464 )
Royalty     (1,047 )     (922 )     (1,969 )
Inventory change     (815 )     (751 )     (1,566 )
Cash cost of production (A)     13,277       12,453       25,729  
Cost of sales     18,031       16,697       34,728  
Concentrate treatment, smelting and refining cost     4,742       4,483       9,225  
By-product lead revenue     (4,056 )     -       (4,056 )
By-product copper revenue     (2,228 )     -       (2,228 )
Cash cost of silver ounce or zinc tonne sold (B)     16,489       21,180       37,669  
Sustaining capital expenditures     4,066       3,912       7,978  
General and administrative expenses     2,247       2,098       4,345  
Accretion of decommissioning and restoration provision     274       228       502  
All-in sustaining cost (C)     23,076       27,418       50,494  
Material processed (tonnes milled) (D)                     385,078  
Silver ounces or zinc tonnes sold (E)     1,288,604       13,254          
Cash cost per silver ounce or zinc tonne sold (B/E)     12.80       1,598          
All-in sustaining cost per silver ounce or zinc tonne sold (C/E)     17.91       2,069          
Cash cost of production per tonne milled (A/D)                     66.82  

 

-35-

 

Non-GAAP Measures (continued)

 

Bolivar Mine

 

    Three Months Ended March 31, 2026  
    Silver     Zinc     Total  
Cost of sales     5,706       6,435       12,141  
Transportation and other selling cost     (668 )     (753 )     (1,421 )
Royalty     (930 )     (1,048 )     (1,978 )
Inventory change     (77 )     (87 )     (164 )
Cash cost of production (A)     4,032       4,546       8,578  
Cost of sales     5,706       6,435       12,141  
Concentrate treatment, smelting and refining cost     480       541       1,021  
By-product lead revenue     (225 )     -       (225 )
By-product copper revenue     -       -       -  
Cash cost of silver ounce or zinc tonne sold (B)     5,961       6,976       12,936  
Sustaining capital expenditures     1,806       2,037       3,843  
General and administrative expenses     350       394       744  
Accretion of decommissioning and restoration provision     131       148       279  
All-in sustaining cost (C)     8,248       9,554       17,802  
Material processed (tonnes milled) (D)                     65,044  
Silver ounces or zinc tonnes sold (E)     189,404       3,065          
Cash cost per silver ounce or zinc tonne sold (B/E)     31.47       2,276          
All-in sustaining cost per silver ounce or zinc tonne sold (C/E)     43.55       3,117          
Cash cost of production per tonne milled (A/D)                     131.88  

 

    Three Months Ended March 31, 2025  
    Silver     Zinc     Total  
Cost of sales     4,406       3,605       8,010  
Transportation and other selling cost     (942 )     (770 )     (1,712 )
Royalty     (425 )     (347 )     (772 )
Inventory change     (255 )     (208 )     (463 )
Cash cost of production (A)     2,785       2,278       5,063  
Cost of sales     4,406       3,605       8,010  
Concentrate treatment, smelting and refining cost     1,063       869       1,932  
By-product lead revenue     (490 )     -       (490 )
By-product copper revenue     -       -       -  
Cash cost of silver ounce or zinc tonne sold (B)     4,978       4,474       9,452  
Sustaining capital expenditures     932       763       1,695  
General and administrative expenses     345       282       627  
Accretion of decommissioning and restoration provision     59       49       108  
All-in sustaining cost (C)     6,315       5,567       11,882  
Material processed (tonnes milled) (D)                     62,356  
Silver ounces or zinc tonnes sold (E)     473,966       3,668          
Cash cost per silver ounce or zinc tonne sold (B/E)     10.50       1,220          
All-in sustaining cost per silver ounce or zinc tonne sold (C/E)     13.32       1,518          
Cash cost of production per tonne milled (A/D)                     81.19  

 

-36-

 

Non-GAAP Measures (continued)

 

Porco Mine

 

    Three Months Ended March 31, 2026  
    Silver     Zinc     Total  
Cost of sales     2,858       2,534       5,392  
Transportation and other selling cost     (538 )     (477 )     (1,014 )
Royalty     (424 )     (376 )     (800 )
Inventory change     818       725       1,543  
Cash cost of production (A)     2,714       2,407       5,121  
Cost of sales     2,858       2,534       5,392  
Concentrate treatment, smelting and refining cost     367       326       693  
By-product lead revenue     (93 )     -       (93 )
By-product copper revenue     -       -       -  
Cash cost of silver ounce or zinc tonne sold (B)     3,132       2,860       5,991  
Sustaining capital expenditures     270       239       509  
General and administrative expenses     327       290       616  
Accretion of decommissioning and restoration provision     242       215       457  
All-in sustaining cost (C)     3,970       3,603       7,573  
Material processed (tonnes milled) (D)                     45,297  
Silver ounces or zinc tonnes sold (E)     66,274       2,391          
Cash cost per silver ounce or zinc tonne sold (B/E)     47.25       1,196          
All-in sustaining cost per silver ounce or zinc tonne sold (C/E)     59.90       1,507          
Cash cost of production per tonne milled (A/D)                     113.05  

 

    Three Months Ended March 31, 2025  
    Silver     Zinc     Total  
Cost of sales     2,968       1,897       4,865  
Transportation and other selling cost     (650 )     (416 )     (1,066 )
Royalty     (219 )     (140 )     (359 )
Inventory change     (95 )     (61 )     (156 )
Cash cost of production (A)     2,003       1,281       3,284  
Cost of sales     2,968       1,897       4,865  
Concentrate treatment, smelting and refining cost     614       392       1,006  
By-product lead revenue     (518 )     -       (518 )
By-product copper revenue     -       -       -  
Cash cost of silver ounce or zinc tonne sold (B)     3,063       2,290       5,353  
Sustaining capital expenditures     295       189       484  
General and administrative expenses     247       158       405  
Accretion of decommissioning and restoration provision     112       72       184  
All-in sustaining cost (C)     3,718       2,708       6,426  
Material processed (tonnes milled) (D)                     47,501  
Silver ounces or zinc tonnes sold (E)     143,689       2,069          
Cash cost per silver ounce or zinc tonne sold (B/E)     21.32       1,107          
All-in sustaining cost per silver ounce or zinc tonne sold (C/E)     25.87       1,309          
Cash cost of production per tonne milled (A/D)                     69.14  

 

-37-

 

Non-GAAP Measures (continued)

 

Caballo Blanco Group

    Three Months Ended March 31, 2026  
    Silver     Zinc     Total  
Cost of sales     4,186       4,357       8,543  
Transportation and other selling cost     (673 )     (700 )     (1,373 )
Royalty     (824 )     (858 )     (1,682 )
Inventory change     (62 )     (65 )     (127 )
Cash cost of production (A)     2,627       2,734       5,361  
Cost of sales     4,186       4,357       8,543  
Concentrate treatment, smelting and refining cost     467       486       953  
By-product lead revenue     (1,130 )     -       (1,130 )
By-product copper revenue     -       -       -  
Cash cost of silver ounce or zinc tonne sold (B)     3,523       4,843       8,366  
Sustaining capital expenditures     1,067       1,110       2,177  
General and administrative expenses     379       394       773  
Accretion of decommissioning and restoration provision     128       133       261  
All-in sustaining cost (C)     5,096       6,481       11,577  
Material processed (tonnes milled) (D)                     58,999  
Silver ounces or zinc tonnes sold (E)     224,420       3,025          
Cash cost per silver ounce or zinc tonne sold (B/E)     15.70       1,601          
All-in sustaining cost per silver ounce or zinc tonne sold (C/E)     22.71       2,142          
Cash cost of production per tonne milled (A/D)                     90.87  

 

    Three Months Ended March 31, 2025  
    Silver     Zinc     Total  
Cost of sales     2,422       2,624       5,046  
Transportation and other selling cost     (759 )     (823 )     (1,582 )
Royalty     (350 )     (379 )     (729 )
Inventory change     82       89       171  
Cash cost of production (A)     1,395       1,511       2,906  
Cost of sales     2,422       2,624       5,046  
Concentrate treatment, smelting and refining cost     717       777       1,494  
By-product lead revenue     (693 )     -       (693 )
By-product copper revenue     -       -       -  
Cash cost of silver ounce or zinc tonne sold (B)     2,446       3,401       5,847  
Sustaining capital expenditures     141       153       294  
General and administrative expenses     345       374       719  
Accretion of decommissioning and restoration provision     40       44       84  
All-in sustaining cost (C)     2,973       3,971       6,944  
Material processed (tonnes milled) (D)                     51,648  
Silver ounces or zinc tonnes sold (E)     247,592       3,100          
Cash cost per silver ounce or zinc tonne sold (B/E)     9.88       1,097          
All-in sustaining cost per silver ounce or zinc tonne sold (C/E)     12.01       1,281          
Cash cost of production per tonne milled (A/D)                     56.27  

 

-38-

 

Non-GAAP Measures (continued)

 

Zimapan Mine

 

    Three Months Ended March 31, 2026  
    Silver     Zinc     Total  
Cost of sales     8,914       7,904       16,818  
Transportation and other selling cost     (623 )     (552 )     (1,176 )
Royalty     (122 )     (108 )     (230 )
Inventory change     (110 )     (98 )     (208 )
Cash cost of production (A)     8,058       7,146       15,205  
Cost of sales     8,914       7,904       16,818  
Concentrate treatment, smelting and refining cost     2,175       1,929       4,104  
By-product lead revenue     (2,034 )     -       (2,034 )
By-product copper revenue     (3,839 )             (3,839 )
Cash cost of silver ounce or zinc tonne sold (B)     5,216       9,833       15,049  
Sustaining capital expenditures     2,796       2,479       5,275  
General and administrative expenses     985       873       1,858  
Accretion of decommissioning and restoration provision     75       66       141  
All-in sustaining cost (C)     9,071       13,252       22,323  
Material processed (tonnes milled) (D)                     223,670  
Silver ounces or zinc tonnes sold (E)     391,654       3,921          
Cash cost per silver ounce or zinc tonne sold (B/E)     13.32       2,508          
All-in sustaining cost per silver ounce or zinc tonne sold (C/E)     23.16       3,380          
Cash cost of production per tonne milled (A/D)                     67.98  

 

    Three Months Ended March 31, 2025  
    Silver     Zinc     Total  
Cost of sales     8,235       8,572       16,807  
Transportation and other selling cost     (541 )     (563 )     (1,104 )
Royalty     (53 )     (56 )     (109 )
Inventory change     (547 )     (571 )     (1,118 )
Cash cost of production (A)     7,094       7,382       14,476  
Cost of sales     8,235       8,572       16,807  
Concentrate treatment, smelting and refining cost     2,349       2,444       4,793  
By-product lead revenue     (2,355 )     -       (2,355 )
By-product copper revenue     (2,228 )     -       (2,228 )
Cash cost of silver ounce or zinc tonne sold (B)     6,001       11,016       17,017  
Sustaining capital expenditures     2,697       2,808       5,505  
General and administrative expenses     789       822       1,611  
Accretion of decommissioning and restoration provision     62       64       126  
All-in sustaining cost (C)     9,550       14,709       24,259  
Material processed (tonnes milled) (D)                     223,573  
Silver ounces or zinc tonnes sold (E)     423,357       4,417          
Cash cost per silver ounce or zinc tonne sold (B/E)     14.17       2,494          
All-in sustaining cost per silver ounce or zinc tonne sold (C/E)     22.56       3,330          
Cash cost of production per tonne milled (A/D)                     64.75  

 

-39-

 

Non-GAAP Measures (continued)

 

Mining Operations - Average realized price per silver ounce and zinc tonne sold

 

Revenues are presented as the sum of invoiced revenues related to delivered shipments of zinc, lead and copper concentrates, after having deducted treatment, smelting and refining charges.

 

The following is an analysis of the gross revenues prior to treatment, smelting and refining charges, and shows deducted treatment, smelting and refining charges to arrive at the net reportable revenue for the period per IFRS. Gross revenues are divided by silver equivalent ounces sold to calculate the Average realized price per ounce of silver equivalents sold.

 

Consolidated(1) Average realized price per silver ounce or zinc tonne sold

 

    Three months ended March 31, 2026  
    Silver     Zinc  
Revenues     51,649       35,314  
Add back: Treatment, smelting and refining charges     3,531       3,325  
Gross Revenues     55,181       38,639  
Silver Ounces or Zinc Tonnes Sold     871,752       12,402  
Average realized price per silver ounce or zinc tonne sold (2)     63.30       3,116  
Average market price per ounce of silver / zinc tonne     84.33       3,270  

 

    Three months ended March 31, 2025  
    Silver     Zinc  
Revenues     31,077       32,457  
Add back: Treatment, smelting and refining charges     4,742       4,483  
Gross Revenues     35,819       36,940  
Silver Ounces or Zinc Tonnes Sold     1,288,604       13,254  
Average realized price per silver ounce or zinc tonne sold (2)     27.80       2,787  
Average market price per ounce of silver / zinc tonne     31.88       2,872  

 

(1) Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco.

 

(2) Average realized price per ounce of silver ounce or zinc tonne sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time.

 

Bolivar(1) Average realized price per silver ounce or zinc tonne sold

 

    Three months ended March 31, 2026  
    Silver     Zinc  
Revenues     11,060       9,745  
Add back: Treatment, smelting and refining charges     480       541  
Gross Revenues     11,540       10,286  
Silver Ounces or Zinc Tonnes Sold     189,404       3,065  
Average realized price per silver ounce or zinc tonne sold (2)     60.93       3,356  
Average market price per ounce of silver / zinc tonne     84.33       3,270  

 

    Three months ended March 31, 2025  
    Silver     Zinc  
Revenues     11,106       9,723  
Add back: Treatment, smelting and refining charges     1,063       869  
Gross Revenues     12,169       10,592  
Silver Ounces or Zinc Tonnes Sold     473,966       3,668  
Average realized price per silver ounce or zinc tonne sold (2)     25.67       2,888  
Average market price per ounce of silver / zinc tonne     31.88       2,872  

 

(1) Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco.

 

(2) Average realized price per ounce of silver ounce or zinc tonne sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time.

 

-40-

 

Non-GAAP Measures (continued)

 

Porco(1) Average realized price per silver ounce or zinc tonne sold

 

    Three months ended March 31, 2026  
    Silver     Zinc  
Revenues     2,968       6,942  
Add back: Treatment, smelting and refining charges     373       331  
Gross Revenues     3,341       7,273  
Silver Ounces or Zinc Tonnes Sold     66,274       2,391  
Average realized price per silver ounce or zinc tonne sold (2)     50.41       3,042  
Average market price per ounce of silver / zinc tonne     84.33       3,270  

 

    Three months ended March 31, 2025  
    Silver     Zinc  
Revenues     4,136       5,532  
Add back: Treatment, smelting and refining charges     614       392  
Gross Revenues     4,749       5,925  
Silver Ounces or Zinc Tonnes Sold     143,689       2,069  
Average realized price per silver ounce or zinc tonne sold (2)     33.05       2,864  
Average market price per ounce of silver / zinc tonne     31.88       2,872  

 

(1) Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco.

 

(2) Average realized price per ounce of silver ounce or zinc tonne sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time.

 

Caballo Blanco Group Average realized price per silver ounce or zinc tonne sold

 

    Three months ended March 31, 2026  
    Silver     Zinc  
Revenues     14,263       9,093  
Add back: Treatment, smelting and refining charges     503       524  
Gross Revenues     14,767       9,617  
Silver Ounces or Zinc Tonnes Sold     224,420       3,025  
Average realized price per silver ounce or zinc tonne sold (1)     65.80       3,179  
Average market price per ounce of silver / zinc tonne     84.33       3,270  

 

    Three months ended March 31, 2025  
    Silver     Zinc  
Revenues     5,873       8,541  
Add back: Treatment, smelting and refining charges     717       777  
Gross Revenues     6,590       9,318  
Silver Ounces or Zinc Tonnes Sold     247,592       3,100  
Average realized price per silver ounce or zinc tonne sold (1)     26.62       3,006  
Average market price per ounce of silver / zinc tonne     31.88       2,872  

 

(1) Average realized price per ounce of silver ounce or zinc tonne sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time.

 

-41-

 

Non-GAAP Measures (continued)

 

Zimapan Mine Average realized price per silver ounce or zinc tonne sold

 

    Three months ended March 31, 2026  
    Silver     Zinc  
Revenues     23,359       9,534  
Add back: Treatment, smelting and refining charges     2,175       1,929  
Gross Revenues     25,534       11,463  
Silver Ounces or Zinc Tonnes Sold     391,654       3,921  
Average realized price per silver ounce or zinc tonne sold (1)     65.19       2,924  
Average market price per ounce of silver / lzinc tonne     84.33       3,270  

 

    Three months ended March 31, 2025  
    Silver     Zinc  
Revenues     9,963       8,660  
Add back: Treatment, smelting and refining charges     2,349       2,444  
Gross Revenues     12,311       11,105  
Silver Ounces or Zinc Tonnes Sold     423,357       4,417  
Average realized price per silver ounce or zinc tonne sold (1)     29.08       2,514  
Average market price per ounce of silver / zinc tonne     31.88       2,872  

 

(1) Average realized price per ounce of silver ounce or zinc tonne sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time.

 

Realized mining margin for silver ounces and zinc tonnes sold

 

The realized mining margin is used to evaluate the profitability of the Company’s operations. The realized mining margin is calculated by subtracting the All-in sustaining cost (“AISC”) per silver ounce or zinc tonne sold from the Average realized price per silver ounce or zinc tonne sold.

 

    Three months ended March 31, 2026  
    Bolivar     Porco     Caballo Blanco Group     Zimapan     Consolidated  
Average realized price per silver ounce sold     60.93       50.41       65.80       65.19       63.30  
All-in sustaining cost per silver ounce sold     43.55       59.90       22.71       23.16       31.60  
Effective margin per silver ounce sold     17.38       (9.49 )     43.09       42.03       31.70  
                                         
Average realized price per zinc tonne sold     3,356       3,042       3,179       2,924       3,116  
All-in sustaining cost per zinc tonne sold     3,117       1,507       2,142       3,380       2,729  
Effective margin per zinc tonne sold     239       1,535       1,037       (456 )     387  

 

    Three months ended March 31, 2025  
    Bolivar     Porco     Caballo Blanco Group     Zimapan     Consolidated  
Average realized price per silver ounce sold     25.67       33.05       26.62       29.08       27.80  
All-in sustaining cost per silver ounce sold     13.32       25.87       12.01       22.56       17.91  
Effective margin per silver ounce sold     12.35       7.18       14.61       6.52       9.89  
                                         
Average realized price per zinc tonne sold     2,888       2,864       3,006       2,514       2,787  
All-in sustaining cost per zinc tonne sold     1,518       1,309       1,281       3,330       2,069  
Effective margin per zinc tonne sold     1,370       1,555       1,725       (816 )     718  

 

-42-

 

Non-GAAP Measures (continued)

 

Realized ore processing margin for silver ounces and zinc tonnes sold

 

The key metric for evaluating the performance and profitability of ore processing operations is the realized ore processing margin. The realized ore processing margin is calculated by subtracting the All-in sustaining cost (“AISC”) per silver ounce or zinc tonne sold from the Average realized price per silver ounce or zinc tonne sold. The non-GAAP measures of cash cost per silver ounce sold and zinc tonne sold and the AISC per silver ounce or zinc tonne sold for Ore Processing operations are calculated based upon the same basis as those used to calculate the same metrics for mining operations.

 

Readers should be cautioned that the cash cost, AISC and cash cost per Tonne Milled are not key metrics for evaluating the performance of our ore processing operations because ore is purchased from third-party miners who are paid based upon the metal content and prevailing market prices at the time of purchase. The cash cost per silver ounce sold and zinc tonne sold and the AISC per silver ounce or zinc tonne sold should not be compared to or consolidated with the results from the Mining operations because of the difference in the process.

 

The cash cost and AISC per silver ounce sold and zinc tonne sold are presented below only to help the reader understand how the realized ore processing margin has been calculated and they should not be evaluated or compared with the metrics from the mining operations.

 

San Lucas provides Santacruz with an important strategic advantage by supplying third-party ore feed to existing processing plants, helping maintain high plant utilization and support more stable operating performance. By keeping processing facilities closer to full capacity, San Lucas contributes to better absorption of fixed costs across the production base, which can improve unit cost efficiency and strengthen margins. In addition, the business provides operational flexibility by allowing the Company to supplement mine production with externally sourced material when appropriate, while generating margin-based returns tied to processing capacity, metallurgical recoveries, and disciplined ore purchasing. This model enhances the overall resilience of the Company’s operating platform and supports a more efficient use of existing infrastructure.

 

The Company believes the realized ore processing margin provides investors and analysts with useful information about the Company’s underlying operating performance from its Ore processing operations.

 

San Lucas realized ore processing margin

 

    Three months ended March 31,  
    2026     2025  
Average realized price per silver ounce sold     49.86       22.80  
All-in sustaining cost per silver ounce sold     49.21       21.79  
Effective margin per silver ounce sold     0.65       1.02  
                 
Average realized price per zinc tonne sold     3,081       2,841  
All-in sustaining cost per zinc tonne sold     2,585       1,191  
Effective margin per zinc tonne sold     497       1,650  

 

-43-

 

Non-GAAP Measures (continued)

 

To facilitate a better understanding of how the realized ore processing margin is calculated, the following tables provides a detailed reconciliation between the cash cost per silver ounce and zinc tonnes sold, the average realized price per silver ounce and zinc tonne sold along with the Company’s operating expenses as reported in the Company’s consolidated statements of income (loss) and comprehensive income (loss) contained in the respective financial statements for the referenced periods.

 

Ore processing - Average realized price per silver ounce and zinc tonne sold

 

Revenues are presented as the sum of invoiced revenues related to delivered shipments of zinc, lead and copper concentrates, after having deducted treatment, smelting and refining charges.

 

The following is an analysis of the gross revenues prior to treatment, smelting and refining charges, and shows deducted treatment, smelting and refining charges to arrive at the net reportable revenue for the period per IFRS. Gross revenues are divided by silver equivalent ounces sold to calculate the Average realized price per ounce of silver equivalents sold.

 

San Lucas ore processing average realized prices per silver ounce and zinc tonne sold

 

    Three months ended March 31, 2026  
    Silver     Zinc  
Revenues     29,711       18,046  
Add back: Treatment, smelting and refining charges     1,943       914  
Gross Revenues     31,654       18,960  
Silver Ounces or Zinc Tonnes Sold     634,875       6,153  
Average realized price per silver ounce or zinc tonne sold (1)     49.86       3,081  
Average market price per ounce of silver / lead tonne     84.33       3,270  

 

    Three months ended March 31, 2025  
    Silver     Zinc  
Revenues     6,211       10,747  
Add back: Treatment, smelting and refining charges     341       228  
Gross Revenues     6,553       10,975  
Silver Ounces or Zinc Tonnes Sold     287,373       3,863  
Average realized price per silver ounce or zinc tonne sold (1)     22.80       2,841  
Average market price per ounce of silver / lead tonne     31.88       2,872  

 

(1) Average realized price per ounce of silver ounce or zinc tonne sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time.

 

-44-

 

Non-GAAP Measures (continued)

 

Ore Processing - cash cost per silver ounce or zinc tonne sold, all-in sustaining cost (“AISC”) per silver ounce or zinc tonne sold, and cash cost of production per tonne milled

 

The following tables provide a detailed reconciliation of these measures to our operating expenses, as reported in our condensed interim consolidated financial statements.

 

San Lucas or processing cash cost

 

    Three Months Ended March 31, 2026  
    Silver     Zinc     Total  
Cost of sales     29,969       14,103       44,071  
Transportation and other selling cost     (1,805 )     (849 )     (2,654 )
Royalty     (2,034 )     (957 )     (2,992 )
Inventory change     6,612       3,111       9,723  
Cash cost of production (A)     32,741       15,408       48,149  
Cost of sales     29,969       14,103       44,071  
Concentrate treatment, smelting and refining cost     1,994       938       2,933  
By-product lead revenue     (2,555 )     -       (2,555 )
By-product copper revenue     -       -       -  
Cash cost of silver ounce or zinc tonne sold (B)     29,408       15,041       44,449  
Sustaining capital expenditures     304       143       447  
General and administrative expenses     1,456       685       2,141  
Accretion of decommissioning and restoration provision     74       35       109  
All-in sustaining cost (C)     31,242       15,904       47,146  
Material processed (tonnes milled) (D)                     94,767  
Silver ounces or zinc tonnes sold (E)     634,875       6,153          
Cash cost per silver ounce or zinc tonne sold (B/E)     46.32       2,445          
All-in sustaining cost per silver ounce or zinc tonne sold (C/E)     49.21       2,585          
Cash cost of production per tonne milled (A/D)                     508.07  

 

Non-GAAP Measures (continued)

 

    Three Months Ended March 31, 2025  
    Silver     Zinc     Total  
Cost of sales     6,029       4,019       10,048  
Transportation and other selling cost     (774 )     (516 )     (1,290 )
Royalty     (186 )     (124 )     (310 )
Inventory change     218       146       364  
Cash cost of production (A)     5,287       3,525       8,812  
Cost of sales     6,029       4,019       10,048  
Concentrate treatment, smelting and refining cost     341       228       569  
By-product lead revenue     (865 )     -       (865 )
By-product copper revenue     -       -       -  
Cash cost of silver ounce or zinc tonne sold (B)     5,505       4,247       9,752  
Sustaining capital expenditures     56       26       82  
General and administrative expenses     673       316       989  
Accretion of decommissioning and restoration provision     27       13       40  
All-in sustaining cost (C)     6,261       4,602       10,863  
Material processed (tonnes milled) (D)                     86,695  
Silver ounces or zinc tonnes sold (E)     287,373       3,863          
Cash cost per silver ounce or zinc tonne sold (B/E)     19.16       1,099          
All-in sustaining cost per silver ounce or zinc tonne sold (C/E)     21.79       1,191          
Cash cost of production per tonne milled (A/D)                     101.64  

 

-45-

 

Non-GAAP Measures (continued)

 

Adjusted EBITDA

 

Adjusted EBITDA is a non-GAAP measure in which net income is adjusted for income tax expense, interest income, interest expense, amortization and depletion, and impairment charges, foreign exchange gains or losses, unrealized losses or gains on marketable securities, share-based payments expense, accretion expense, changes in fair value of consideration payable and other non-recurring items. Foreign exchange gains or losses may consist of both realized and unrealized losses.

 

Under IFRS, entities must reflect in compensation expense the cost of share-based payments. In the Company’s circumstances, share-based payments can involve a significant accrual of amounts that will not be settled in cash but are settled by the issuance of shares in exchange.

 

The Company discloses Adjusted EBITDA to aid in understanding of the results of the Company and is meant to provide further information about the Company’s financial results to investors.

 

The following table provides a reconciliation of Adjusted EBITDA for the three months ended March 31, 2026 and 2025.

 

    Three months ended March 31,  
    2026     2025  
             
Net income for the period     28,470       9,451  
Income tax expense     16,439       19,706  
Interest income     (377 )     (316 )
Interest expense, carrying and finance charges     875       251  
Depreciation, depletion and amortization     7,297       4,577  
Foreign exchange gain     (7,042 )     (6,234 )
Share-based compensation expense     529       159  
Accretion expense (income)     327       (71 )
Loss (gain) on re-estimation of cash flows related to CAPEX receivable     (965 )     1,945  
Other income     (2,985 )     (1,952 )
Adjusted EBITDA     42,568       27,516  

 

-46-

 

Cautionary Note Regarding Forward-looking Information

 

Certain of the statements and information in this MD&A constitute “forward-looking information” within the meaning of applicable Canadian provincial securities laws relating to the Company and its operations. All statements, other than statements of historical fact, are forward-looking statements. When used in this MD&A, the words, “will”, “believes”, “expects”, “intends”, “plans”, “forecast”, “objective”, “guidance”, “outlook”, “potential”, “anticipated”, “budget”, and other similar words and expressions, identify forward-looking statements or information. These forward-looking statements or information relate to, among other things: future financial or operational performance; the expected timing for release of forecasts for 2026, including our estimated production of silver, zinc, lead and copper, and for our estimated Cash Costs, AISC, capital and exploration, mine operation, general and administrative, care and maintenance expenditures; future anticipated prices for silver, zinc, lead and copper and other metals and assumed foreign exchange rates; the impacts of inflation on the Company and its operations; whether the Company is able to maintain a strong financial condition and have sufficient capital, or have access to capital, to sustain our business and operations; the timing and outcome with respect to the Company’s environmental, social and governance activities, and the Company’s corporate social responsibility activities and our reporting in respect thereof; the ability of the Company to successfully complete any capital projects, the expected economic or operational results derived from those projects, and the impacts of any such projects on the Company; the potential maximum consideration payable to Glencore pursuant to the Term Sheet; the future results of our exploration activities, anticipated mineral reserves and mineral resources; the costs associated with the Company’s decommissioning obligations; the Company’s plans and expectations for its properties and operations; and expectations with respect to the future anticipated impact of pandemics on our operations.

 

These forward-looking statements and information reflect the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant operational, business, economic, competitive, political, regulatory, and social uncertainties and contingencies. These assumptions, include: our ability to implement environmental, social and governance activities; tonnage of ore to be mined and processed; ore grades and recoveries; that the Company will receive all required regulatory approvals to operate; that the market price of zinc may be above certain minimum thresholds for the payment of the CVR Payments and Additional Payments; prices for silver, zinc, lead, copper remaining as estimated; currency exchange rates remaining as estimated; capital, decommissioning and reclamation estimates; our mineral reserve and mineral resource estimates and the assumptions upon which they are based; prices for energy inputs, labour, materials, supplies and services (including transportation); no labour-related disruptions at any of our operations; no unplanned delays or interruptions in scheduled production; protection of our interests against claims and legal proceedings; all necessary permits, licenses and regulatory approvals for our operations are received in a timely manner and can be maintained. The foregoing list of assumptions is not exhaustive.

 

The Company cautions the reader that forward-looking statements and information involve known and unknown risks, uncertainties and other factors that may cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements or information contained in this MD&A and the Company has made assumptions and estimates based on or related to many of these factors. Such factors include, some of which are described in the “Risks Factors” section of this MD&A without limitation: fluctuations in silver, zinc, lead and copper prices; fluctuations in prices for energy inputs; fluctuations in currency markets (such as the MXN, BOB and CAD versus the USD); risks related to the technological and operational nature of the Company’s business; required regulatory approvals; changes in national and local government, legislation, taxation, controls or regulations and political, legal or economic developments in Canada, the United States, Mexico, Bolivia or other countries where the Company may carry on business, some of which might prevent or cause the suspension or discontinuation of mining activities, including the risk of expropriation related to certain of our operations, particularly in Bolivia; risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual or unexpected geological or structural formations, pressures, cave-ins and flooding); risks relating to the credit worthiness or financial condition of suppliers, refiners and other parties with whom the Company does business; inadequate insurance, or inability to obtain insurance, to cover these risks and hazards; employee relations; relationships with and claims by the local communities and indigenous populations; availability and increasing costs associated with mining inputs and labour;

 

-47-

 

Cautionary note regarding forward-looking information (continued)

 

the Company’s ability to secure our mine sites or maintain access to our mine sites due to criminal activity, violence, or civil and labour unrest; that changes to the market price of zinc may affect the total consideration payable to Glencore pursuant to the omnibus agreement; the speculative nature of mineral exploration and development, including the risk of obtaining or retaining necessary licenses and permits; challenges to, or difficulty in maintaining, the Company’s title to properties and continued ownership thereof; diminishing quantities or grades of mineral reserves as properties are mined; global financial conditions; the Company’s ability to complete and successfully integrate acquisitions, and to mitigate other business combination risks; the actual results of current exploration activities, conclusions of economic evaluations, and changes in project parameters to deal with unanticipated economic or other factors; increased competition in the mining industry for properties, equipment, qualified personnel, and their costs; having sufficient cash to pay obligations as they come due; the duration and effects of the coronavirus and COVID-19 variants, and any other epidemics or pandemics on our operations and workforce, and their effects on global economies and society. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described, or intended. Investors are cautioned against attributing undue certainty or reliance on forward-looking statements or information. Forward-looking statements and information are designed to help readers understand Management’s current views of our near- and longer-term prospects and may not be appropriate for other purposes. The Company does not intend, and does not assume any obligation, to update or revise forward-looking statements or information to reflect changes in assumptions or in circumstances or any other events affecting such statements or information, other than as required by applicable law.

 

Additional Information

 

Additional information relating to the Company is on SEDAR+ at www.sedarplus.ca.

 

-48-

 

 

EX-99.3 4 ex99-3.htm EX-99.3

 

Exhibit 99.3

 

Form 52-109F2

Certification of Interim Filings

Full Certificate

 

I, ARTURO PRESTAMO ELIZONDO, Chief Executive Officer of Santacruz Silver Mining Ltd., certify the following:

 

1. Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Santacruz Silver Mining Ltd. (the “issuer”) for the interim period ended March 31, 2026.
   
2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.
   
3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.
   
4. Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.
   
5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

 

(a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

 

(i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
     
(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

 

(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

 

5.1 Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is based on the principles set out in the “Internal Control – Integrated Framework (2013)” issued by The Committee of Sponsoring Organizations of the Treadway Commission (COSO).
   
5.2 N/A
   
5.3 N/A

 

6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2026 and ended on March 31, 2026 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

 

Date: May 15, 2026

 

“Arturo Prestamo Elizondo”  
ARTURO PRESTAMO ELIZONDO  
Chief Executive Officer  

 

 

 

EX-99.4 5 ex99-4.htm EX-99.4

 

Exhibit 99.4

 

Form 52-109F2

Certification of Interim Filings

Full Certificate

 

I, ANDRES BEDREGAL, Chief Financial Officer of Santacruz Silver Mining Ltd., certify the following:

 

1. Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Santacruz Silver Mining Ltd. (the “issuer”) for the interim period ended March 31, 2026.
   
2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.
   
3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.
   
4. Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.
   
5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

 

(a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

 

(i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
     
(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

 

(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

 

5.1 Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is based on the principles set out in the “Internal Control – Integrated Framework (2013)” issued by The Committee of Sponsoring Organizations of the Treadway Commission (COSO).
   
5.2 N/A
   
5.3 N/A
   
6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2026 and ended on March 31, 2026 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

 

Date: May 15, 2026

 

“Andres Bedregal”  
ANDRES BEDREGAL  
Chief Financial Officer  

 

 

 

EX-99.5 6 ex99-5.htm EX-99.5

 

Exhibit 99.5

 

News Release

 

May 15, 2026

 

Santacruz Silver Reports First Quarter 2026 Financial Results

 

Vancouver, B.C. – Santacruz Silver Mining Ltd. (NASDAQ:SCZM) (TSX.V:SCZ) (“Santacruz” or the “Company”) reports its financial and operating results for the quarter ended March 31, 2026 (“Q1 2026”). The full version of the unaudited Q1 2026 financial statements (the “Financial Statements”) and accompanying Management’s Discussion and Analysis (the “MD&A”) can be viewed on the Company’s website at www.santacruzsilver.com or on SEDAR+ at www.sedarplus.ca. All amounts are expressed in U.S. dollars, unless otherwise stated.

 

Q1 2026 Highlights

 

Revenues of $127.5 million, a 81% increase year-over-year.
Gross profit of $42.9 million, a 54% increase year-over-year.
Net income of $28.5 million, a 201% increase year-over-year.
Adjusted EBITDA(1) of $42.6 million, a 55% increase year-over-year.
Cash and highly-liquid marketable securities(2) of $64.9 million, a 100% increase year-over-year.
Working capital of $75.9 million, a 47% increase year-over-year.
Average realized price per silver ounce sold(1) of $63.30, a 128% increase year-over-year.
AISC per silver ounce sold(1) of $31.60, a 76% increase year-over-year.
Realized mining margin per silver ounce sold(1) of $31.70, a 221% increase year-over-year.
Average realized price per zinc tonne sold(1) of $3,116, a 12% increase year-over year.
AISC per zinc tonne sold(1) of $2,729, a 32% increase year-over-year.
Realized mining margin per zinc tonne sold(1) of $387, a 46% decrease year-over-year.

 

 

1. Cash includes $42.7 million and highly-liquid marketable securities includes $22.2 million, consisting of US treasury notes and bills, of which $15.8 million serves as collateral for short-term borrowings.

 

2. The Company reports non-GAAP measures, which includes: adjusted EBITDA, average realized price per silver ounce and zinc tonne sold, all-in sustaining cost per ounce of silver and zinc tonne sold (AISC) and realized mining margin per silver ounce and zinc tonne sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies even though the metrics have the same or similar names. Refer to the section titled “Non-GAAP Measures” in the MD&A for more information.

 

Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented: “Santacruz delivered a strong start to 2026, with revenue of $127.5 million, gross profit of $42.9 million and Adjusted EBITDA of $42.6 million, representing improvements of 81%, 54%, and 55%, respectively, compared to the same period last year. Combined with our stable AISC this quarter, the stronger silver price environment drove robust margins of $31.70 per silver ounce sold, a 221% increase year-over-year. This reinforces the strength of our cash flow generation across our operations, reflecting both a stronger commodity environment and the operating discipline we have embedded across every asset. It is also important to highlight that after paying $31.5 million in taxes during this first quarter, we ended Q1 2026 with a healthy cash and highly liquid marketable securities position of $64.9 million, providing Santacruz with the financial flexibility to continue funding operational improvements while maintaining a strong treasury position.”

 

Mr. Préstamo continued: “During the quarter, we also introduced a more comprehensive reporting format designed to provide investors with a clearer view of our operating performance and the underlying strength of our business model. The new presentation better reflects Santacruz as a silver and zinc co-product producer, while separately highlighting San Lucas as a margin-based ore sourcing and processing business that supports plant utilization, fixed-cost absorption and operating flexibility. We believe this enhanced reporting framework provides a more complete basis for investors to assess production, costs, margins and cash generation across the Company.”

 

1

 

Mr. Préstamo added: “Operationally, the first quarter demonstrated the strength of our diversified asset base and the benefits of our silver and zinc co-product profile. At Bolivar, the recovery of the areas affected by the May 2025 localized water inflow event continues to advance. We remain focused on restoring production while maintaining operating discipline, with Q4 2026 still targeted for Bolivar’s full recovery. Across Bolivia, our priorities remain focused on operational stability, cost control and plant performance, with San Lucas continuing to play a strategic role in supporting plant utilization, fixed-cost absorption and margin contribution through third-party ore sourcing.”

 

Mr. Préstamo concluded: “In Mexico, our principal focus remains on improving metallurgical recoveries and concentrate quality at Zimapan, our highest-volume operation. The capital already invested in Zimapan is expected to support continued operating improvements throughout 2026. Across all of our processing plants, we remain focused on improving metallurgical recoveries, generating stronger margins and preserving the flexibility of our integrated operating platform to support long-term value creation for shareholders.”

 

Selected consolidated financial and operating information for Q1 2026, Q4 2025 and Q1 2025 is presented below. All financial information is prepared in accordance with International Financial Reporting Standards (“IFRS”), and all dollar amounts are expressed in thousands of US dollars, except per unit amounts, unless otherwise indicated.

 

Update to Non-GAAP Performance Measures and Silver/Zinc Equivalent Ounces Metrics

 

In Q1 2026, the Company updated its non-GAAP performances measures to provide management and readers with useful information to evaluate the performance of the Company. The following section provides a summary of the changes made:

 

Segregation of mining operations & ore processing: Operational and cost metrics are now presented as either Mining operations or Ore processing operations because the underlying business processes and profitability drivers each type of operation are fundamentally different. Mining operations include the production metrics, revenues and costs from extracting ore from the Company’s mineral properties which is then processed and sold in concentrate form. Santacruz’s mining operations consist of the Bolivar, Porco, Caballo Blanco and Zimapan mines. Ore processing operations consist of the San Lucas feed sourcing business and includes the production metrics, revenue and costs from purchasing ore from third-party miners which is then processed and sold in concentrate form. Mining operations generate high margins because the input for the final product, metal concentrates, is from ore that is extracted from the Company’s mine properties that it owns. Ore processing operations generate significantly lower margins because the ore is purchased from third-party miners and the amount paid for the purchased ore is based upon the ore’s metal content and prevailing metal prices at the time of purchase.

 

Co-product costing methodology: The Company will no longer focus on costs per silver equivalent ounces sold and will now provide costs per actual silver ounce and zinc tonne sold in the period using a co-product cost methodology which allocates costs between each metal. The Santacruz’s primary payable metals are silver and zinc, the revenue generated by each metal varies depending on prevailing metal prices but because each metal generates greater than 30% of the total revenues, the Company has concluded that reporting costs as co-products by silver ounce sold and zinc tonne sold is the most appropriate way to assess the performance of its operations. The total tonnes of ore milled in the period generates silver and zinc payable metals for sale, the ratio of payable silver and zinc produced from each tonne milled is used to allocate each period’s production costs between silver ounces sold and zinc tonnes sold, which will generate the following metrics: cash cost per silver ounce and zinc tonne sold, all-in sustaining cost (“AISC”) per silver ounce and zinc tonne sold and will also provide an average realized price per silver ounce and zinc tonne sold.

 

By-product credits from secondary metal sales: Santacruz’s operations are poly-metallic whereby each tonne of ore milled generates primarily payable ounces of silver and tonnes of zinc but also generates payable tonnes of lead and copper. The combined revenues of lead and copper are incidental to the Company’s primary metal production of silver and zinc because they generate less than 10% of total revenues. Lead and copper concentrate is produced primarily to obtain the silver contained within, so the Company has adopted the practice of calculating the net cost of producing an ounce of silver, after deducting revenues gained from incidental by-product production of lead and copper.

 

Realized mining margin and realized ore processing margin: Santacruz has created two new non-GAAP measures: the realized mining margin and realized ore processing margin. Management believes the margins are an effective way to evaluate the profitability of the Company’s operations. The margin is calculated by subtracting the all-in sustaining cost per silver ounce or zinc tonne sold from the average realized price per silver ounce or zinc tonne sold.

 

Silver equivalent ounces and Zinc equivalent tonnes: Commencing Q1 2026, the Company has modified its production disclosure to include zinc equivalent tonnes produced and has updated the method of calculating silver equivalent ounces produced. The Company considers silver equivalent (“AgEq”) ounces and zinc equivalent (“ZnEq”) tonnes to be useful production metrics for evaluating its multi-metal production profile, but they should be considered only supplemental to the actual production volumes of silver and zinc produced and sold. The Company will continue to present the silver equivalent ounces produced and zinc equivalent ounces produced for the combined mining and ore processing operations, but will no longer report its costs per silver ounce to focus on the more relevant metrics of cost per payable silver ounce and cost per payable zinc tonne sold instead.

 

As there are no standardized methods of calculating non-GAAP measures, the Company’s methods may differ from those used by others and, accordingly, the Company’s use of these measures may not be directly comparable to similarly titled measures used by others. Accordingly, these non-GAAP measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Refer to the Non-GAAP Measures section in the Company’s Q1 2026 MD&A for a detailed explanation of the metrics, the methodology used and a reconciliation of these measures to the Company’s revenues and operating expenses, as reported in its condensed interim consolidated financial statements which are prepared under IFRS. All the changes made to the non-GAAP measures have been applied retrospectively to comparative periods.

 

2

 

2026 First Quarter Operational Highlights

 

Operational Highlights   2026-Q1     2025-Q4    

Change

Q1 vs Q4

    2026-Q1    

 

2025-Q1

   

Change

‘26-Q1 vs ‘25-Q1

 

Mining Operations & Ore Processing (1)

                                               
Tonnes milled     487,777       506,040       (4 )%     487,777       471,773       3 %
Silver ounces produced     1,341,499       1,343,607       0 %     1,341,499       1,590,063       (16 )%
Zinc tonnes produced     21,640       23,846       (9 )%     21,640       20,719       4 %
Lead tonnes produced     2,686       3,000       (10 )%     2,686       2,718       (1 )%
Copper tonnes produced     308       287       7 %     308       279       10 %
Supplemental context metrics                                                
Silver equivalent produced (ounces) (1)     2,281,465       2,886,207       (21 )%     2,281,465       3,682,011       (38 )%
Zinc equivalent tonnes produced (tonnes) (1)     59,370       49,993       19 %     59,370       41,407       43 %

 

Mining Operations (1)

                                               
Tonnes milled     393,010       400,453       (2 )%     393,010       385,078       2 %
Silver ounces produced     1,000,094       977,007       2 %     1,000,094       1,295,042       (23 )%
Zinc tonnes produced     14,496       16,117       (10 )%     14,496       14,704       (1 )%
Lead tonnes produced     2,084       2,301       (9 )%     2,084       2,237       (7 )%
Copper tonnes produced     308       287       7 %     308       279       10 %
                                                 
Silver ounces sold (payable ounces)(2)     871,752       836,045       4 %     871,752       1,288,604       (32 )%
Zinc tonnes sold (payable tonnes)(2)     12,402       14,210       (13 )%     12,402       13,254       (6 )%
                                                 
Cash cost of production per tonne milled (3)     87.19       82.97       5 %     87.19       66.82       30 %
                                                 
Cash cost per silver ounce sold ($/oz) (3)     20.45       25.30       (19 )%     20.45       12.80       60 %
Cash cost per zinc tonne sold ($/t) (3)     1,976       2,008       (2 )%     1,976       1,598       24 %
                                                 
Average realized price per silver ounce sold ($/oz) (3)     63.30       49.93       27 %     63.30       27.80       128 %
All-in sustaining cost per silver ounce sold ($/oz) (3)     31.60       36.37       (13 )%     31.60       17.91       76 %
Realized mining margin per silver ounce sold     31.70       13.56       134 %     31.70       9.89       221 %
                                                 
Average realized price per zinc tonne sold ($/t) (3)     3,116       3,359       (7 )%     3,116       2,787       12 %
All-in sustaining cost per zinc tonne sold ($/t) (3)     2,729       2,655       3 %     2,729       2,069       32 %
Realized mining margin per zinc tonne sold (3)     387       704       (45 )%     387       718       (46 )%

 

Ore Processing(1)

                                               
Tonnes milled     94,767       105,587       10 %     94,767       86,695       9 %
Silver ounces produced     341,405       366,600       (7 )%     341,405       295,021       16 %
Zinc tonnes produced     7,144       7,729       (8 )%     7,144       6,015       19 %
Lead tonnes produced     602       699       (14 )%     602       481       25 %
                                                 
Silver ounces sold (payable ounces)(2)     634,875       459,062       38 %     634,875       287,373       121 %
Zinc tonnes sold (payable tonnes)(2)     6,153       8,272       (26 )%     6,153       3,863       59 %
                                                 
Realized ore processing margin per silver ounce sold (3)     0.65       (10.33 )     (106 )%     0.65       1.02       (36 )%
Realized ore processing margin per zinc tonne sold (3)     497       633       (22 )%     497       1,650       (70 )%

 

Notes:

 

(1) Mining operations includes only production from Bolivar, Porco, Caballo Blanco and Zimapan. Ore processing includes only production from San Lucas ore processing business. Readers are cautioned that Bolivar and Porco production figures are presented at 100% however the Company records only its 45% interest in the assets, liabilities, revenues and expenses of the Illapa business in its consolidated financial statements. The Company reports its segment information on a 100% basis with respect to Bolivar and Porco together with an elimination column representing COMIBOL’s 55% interest (refer to segment information note of the condensed interim consolidated financial statements).

(2) Silver equivalent ounces and zinc equivalent tonnes produced have been calculated using the period’s average metal prices quoted on the London Metal Exchange. The silver and zinc equivalent production is calculated by dividing each metal’s price by the price of Silver or Zinc to arrive at their equivalent. Refer to the section titled “Methodology for the Calculation of Silver and Zince Equivalent Production Figures” in the MD&A for further information.

(3) Silver ounces sold (payable) and Zinc tonnes sold (payable) are lower than the volumes produced due to two effects: (i) timing — concentrates produced in a quarter may be shipped and invoiced in a subsequent period; and (ii) commercial terms — payable ounces under offtake agreements are lower than produced ounces due to standard treatment and quality deductions applied by the customer.

(4) The Company reports non-GAAP measures, which include: cash cost of production per tonne milled, cash cost per silver ounce and zinc tonne sold, average realized price per silver ounce and zinc tonne sold, all-in sustaining cost per silver ounce, zinc tonne sold, realized mining margin per silver ounce or zinc tonne sold and realized ore processing margin per silver ounce or zinc tonne sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies even though the metrics have the same or similar names. Refer to the section titled “Non-GAAP Measures” below for further information.

 

3

 

2026 First Quarter Financial Highlights

 

 

 

Financial Highlights

  2026-Q1     2025-Q4    

Change

Q1 vs Q4

    2026-Q1    

 

2025-Q1

   

Change

‘26-Q1 vs ‘25-Q1

 
Revenues     127,529       102,784       24 %     127,529       70,314       81 %
Gross profit     42,869       36,087       20 %     42,869       27,859       54 %
Net income (loss)     28,470       (4,550 )     (726 )%     28,470       9,451       201 %
Net earnings (loss) per share - basic ($/share)(1)     0.31       (0.05 )     (720 )%     0.31       0.03       933 %
Adjusted EBITDA (1)     42,568       30,789       38 %     42,568       27,516       55 %
Cash & cash equivalents     42,651       44,267       (4 )%     42,651       32,527       31 %
Working capital     75,901       63,688       19 %     75,901       51,733       47 %

 

Notes:

 

(1) On December 10, 2025, the Company consolidated its issued and outstanding common shares on the basis of one post-consolidated common share for every four pre-consolidated common shares. The number of issued and outstanding shares and any per share amounts have been retrospectively restated.

(2) The Company reports non-GAAP measures, which includes: Adjusted EBITDA. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies even though the metrics have the same or similar names. Refer to the section titled “Non-GAAP Measures” below for further information.

 

Summary

 

Q1 2026 vs Q4 2025

 

On a consolidated basis, Santacruz’s mining operations produced 1.0 million ounces of silver in Q1 2026, representing a 2% increase compared with Q4 2025. When including San Lucas´s ore processing activities, total silver production was broadly unchanged at 1.3 million ounces. This indicates that the Company maintained stable silver output at the consolidated level, supported by improved performance in certain mining operations, including the continued recovery at Bolivar and stronger silver production at Caballo Blanco, which offset lower silver production at Zimapan and Porco. Zinc production from mining operations decreased by 10% to 14,496 tonnes, while total zinc production, including ore processing, decreased by 9% to 21,640 tonnes. The reduction in zinc production mainly reflected lower zinc output at Zimapan and Caballo Blanco, partially offset by the contribution from other operating areas and ore processing activities.

 

From a financial contribution perspective, the margin analysis evaluates how consolidated productive performance translates into unit economics by comparing the Average Realized Price for each metal against its respective AISC. For silver, the Average Realized Price increased to $63.30 per ounce, while AISC decreased to $31.60 per ounce. As a result, the realized mining margin per silver ounce sold increased to $31.70 from $13.56 in Q4 2025. This represents a significant improvement in silver unit margins, driven primarily by stronger realized silver prices and lower AISC. For zinc, the Average Realized Price decreased to $3,116 per tonne, while AISC increased to $2,729 per tonne. The resulting realized mining margin per zinc tonne sold was $387, compared with $704 in Q4 2025. Zinc therefore remained positive on a unit-margin basis, although the margin narrowed as the decrease in realized zinc price and the increase in AISC reduced the spread between realized price and cost. Overall, both silver and zinc generated positive consolidated unit margins in Q1 2026, with silver providing the stronger financial contribution based on the spread between realized price and AISC.

 

Q1 2026 vs Q1 2025

 

Compared with Q1 2025, consolidated mining operations produced 1.0 million ounces of silver, a decrease of 23%. Including San Lucas´s ore processing activities, total silver production decreased by 16% to 1.3 million ounces. The year-over-year decline was mainly attributable to lower silver production from mining operations, including the effect of lower silver output at Bolivar following the water inflow event that affected that operation toward the end of Q2 2025, as well as lower silver production at Zimapan and Caballo Blanco. This was partially mitigated by operational execution and ore processing activities, which continued to support consolidated metal production. Zinc production from mining operations was broadly stable, decreasing by 1% to 14,496 tonnes, while total zinc production, including ore processing, increased by 4% to 21,640 tonnes. This indicates that zinc output remained comparatively resilient at the consolidated level, supported by the broader contribution of the Company’s operating platform.

 

4

 

From a financial contribution perspective, Santacruz generated positive unit margins for both silver and zinc in Q1 2026. The Average Realized Silver Price increased to $63.30 per ounce from $27.80 per ounce in Q1 2025, while silver AISC increased to $31.60 per ounce from $17.91 per ounce. As a result, the realized mining margin per silver ounce sold increased to $31.70 from $9.89, reflecting the strong increase in realized silver prices, which more than offset higher unit costs. For zinc, the Average Realized Price increased to $3,116 per tonne, while AISC increased to $2,729 per tonne. The resulting realized mining margin was $387 per tonne, compared with $718 per tonne in Q1 2025. Zinc therefore remained positive on a unit-margin basis, although the margin contracted year over year due to the increase in AISC. Overall, silver was the primary driver of improved consolidated unit-margin performance in Q1 2026, while zinc continued to contribute positively but at a lower margin than in the prior-year period.

 

Webinar Details

 

CEO Arturo Préstamo and CFO Andrés Bedregal will discuss the Company’s financial results in a webinar hosted by Adelaide Capital on Tuesday, May 19th at 3:00 pm ET. Investors and shareholders are invited to participate in the webinar.

 

Registration Link: https://us02web.zoom.us/webinar/register/WN_pkr1gJCkT-2GxhAik3gStg.

 

The webinar will also be live-streamed on the Adelaide Capital YouTube Channel, where a replay will be available after the event: https://bit.ly/adcap-youtube.

 

Questions can be submitted during the session or in advance to info@santacruzsilver.com.

 

Non-GAAP Measures

 

The financial results in this news release include references to non-GAAP measures which include: Adjusted EBITDA, cash cost of production per tonne milled, cash cost per silver ounce and zinc tonne sold, Average realized price per silver ounce and zinc tonne sold, All-in sustaining cost per silver ounce, zinc tonne sold, realized mining margin per silver ounce or zinc tonne sold and realized ore processing margin per silver ounce or zinc tonne sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies even though the metrics have the same or similar names. The data is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. For a reconciliation of non-GAAP and GAAP measures, please refer to the “Non-GAAP Measures” section in the Company’s Q1 2026 Management Discussion and Analysis, which is available on SEDAR+ at www.sedarplus.ca.

 

Qualified Person

 

Garth Kirkham P.Geo., an independent consultant to the Company and a Qualified Person as defined under NI 43-101, has approved the scientific and technical information contained within this news release.

 

About Santacruz Silver Mining Ltd.

 

Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapan mine.

 

‘signed’

Arturo Préstamo Elizondo,

Executive Chairman and CEO

 

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For further information, please contact:

 

Arturo Préstamo

Santacruz Silver Mining Ltd.

Email: info@santacruzsilver.com

Telephone: +52 81 83 785707

 

Andrés Bedregal

Santacruz Silver Mining Ltd.

Email: info@santacruzsilver.com

Telephone: +591 22444849

 

Eduardo Torrecillas
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849

 

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) nor the Nasdaq Capital Market LLC accepts responsibility for the adequacy or accuracy of this news release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

 

Forward Looking Information

 

This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance reflect the expectations or beliefs of the management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release.

 

These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at SEDAR+ (www.sedarplus.ca).

 

There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.

 

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