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DISTRICT COURT,OURAY COUNTY, F1LINO n> t 13E97937r0tz Findings of Fact. <br /> STATE OF COLORADO CASE NUMBER 2022- V 30006 <br /> 541 4th Street 1. The Receiver was appointed on July 7,2022 to take possession and control of the <br /> Ouray,Colorado 81427 <br /> Telephone:(970)325-4405 assets described in the order of appointment,referred to therein as the"OSM Collateral". Among <br /> Plaintiffs: other powers,the Receiver was authorized to sell"substantially all of the OSM Collateral"upon <br /> Mercuria Investments US, Inc.,Mercuria Energy <br /> America,LLC, further order ofthe Court. <br /> V. 2 In the course of carrying out its duties,the Receiver organized the assets for sale, <br /> Defendants: <br /> Ouray Silver Mines, Inc.;Aurcana US Holdings and retained a financial advisor Three Keys Capital Advisors,that specializes in the sale of <br /> Two Ltd., <br /> mining assets. The Receiver conducted a robust sale process that concluded in March,2023.The <br /> and ♦COURT USE ONLY <br /> Receiver and its advisors contacted over 110 potentially interested parties,established an <br /> Plaintiff: Case Number: 2022C V030006 electronic data room for inspection and diligence,a proposed form of asset purchase agreement <br /> Wagner Equipment Co.a/d/b/a Wagner Rents, <br /> Inc (2021 CV030013 and as a template,and received 19 indications of interest sufficient for the party to sign a non- <br /> v 2022CV030002 Consolidated <br /> Defendants: into 2022CI'030006) disclosure agreement Several potential purchasers provided letters of intent or forms of bid. <br /> Ouray Silver Mines,Inc., Brahma Group,Inc.; Division: 4 <br /> Western Refractory Construction Incorporated; 3. The bid from SilverX Mining Corp.was the highest and best offer received. The <br /> Mercuria Investments US, Inc. parties negotiated the terms and conditions of an Asset Purchase Agreement("APA")over the <br /> ORDER APPROVING ASSET PURCHASE AGREEMENT AND CONFIRMING <br /> SALE TO WINNING BIDDER-FREE AND CLEAR OF CLAIMS,LIENS, course ofa month. The purchasing entity is Colorado Silver Mines,LLC,a Colorado limited <br /> ENCUMBRANCES,AND ROYALTY INTERESTS <br /> liability company,a wholly owned subsidiary of SilverX Mining Corp. Negotiations of the <br /> The Court,upon the motion of Alliance Management,LLC,as Receiver,for purchase and sale transaction proposed in the APA were conducted at arms-length. The <br /> Order Approving Asset Purchase Agreement and Confirming Sale to Winning Bidder proposed purchaser has no relationship with the parties to this receivership case. The proposed <br /> Free and Clear of Claims, Liens,Encumbrances,and Royalty Interests("Motion"),and purchaser has not colluded with the Receiver or,to the Receiver's knowledge any other potential <br /> being sufficiently advised in the Premises,hereby enters the following findings of fact, bidder in this matter. The proposed purchaser is proceeding in good faith,in reliance upon the <br /> conclusions of law,and order: APA will rely upon the specific terms and conditions of this Order.The consideration set forth in <br /> the APA provides fair value for the purchased assets. <br /> 2 <br />