Form 8-K

8-K — SILVER BOW MINING CORP.

Accession: 0001539497-26-002667

Filed: 2026-10-08

Period: 2026-10-02

CIK: 0002067674

SIC: 1040 (GOLD & SILVER ORES)

Item: Entry into a Material Definitive Agreement

Item: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Financial Statements and Exhibits

Documents

8-K — n5138_x42-8k.htm (Primary)

EX-10.1 — NOTE PURCHASE AGREEMENT, DATED OCTOBER 2, 2026 (exh10-1.htm)

EX-10.2 — NOTE ISSUED TO OCEAN PARTNERS UK LIMITED, DATED OCTOBER 2, 2026 (exh10-2.htm)

EX-10.3 — SECURITY AGREEMENT, DATED OCTOBER 2, 2026, BY AND BETWEEN SILVER BOW MINING CORP. AND OCEAN PARTNERS UK LIMITED (exh10-3.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: n5138_x42-8k.htm · Sequence: 1

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0002067674

2026-10-02

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

8-K

Current

Report

Pursuant

to Section 13 or 15(d) of the

Securities

Exchange Act of 1934

Date

of Report (Date of earliest event reported) October 2, 2026

Silver

Bow Mining Corp.

(Exact

name of registrant as specified in its charter)

British

Columbia

001-43242

98-1858068

(State

or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS

Employer

Identification Number)

1401

Idaho Street

Butte,

Montana

59701

(Address

of principal executive offices)

(Zip

Code)

Registrant’s

telephone number, including area code: 406-718-7593

Not

Applicable

(Former

name or former address, if changed since last report)

Check

the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant

under any of the following provisions:

☐

Written communications

pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material

pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement

communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities

registered pursuant to Section 12(b) of the Act:

Title

of each class:

Trading

Symbol

Name

of each exchange on which registered:

Common Shares, no

par value

SBMT

NYSE American, LLC

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405

of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

growth company ☒

an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for

complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry into a Material Definitive Agreement.

On October 2, 2026, pursuant to Silver Bow Mining

Corp.’s (the “Company”) previously announced term sheet with Ocean Partners UK Limited (the “Investor”),

the Company entered into a Note Purchase Agreement (the “Note Purchase Agreement”) with the Investor for the issuance

and sale to the Investor of a secured promissory note in an aggregate principal face amount of $5.0 million (the “Note”)

for a purchase price of $5.0 million paid in cash.

The Note will mature on March 31, 2027 (the “Maturity

Date”) and bears interest at a rate equal to the 12-month secured overnight financing rate as provided by CME Group plus 6.75%

per annum (the “Interest Rate”), payable monthly in arrears beginning November 1, 2026. Upon the occurrence of an event

of default under the Note, interest accrues on the outstanding principal amount of the Note at the Interest Rate plus an additional 6%

per annum (the “Default Interest Rate”). The Company may prepay all or any portion of the Note upon 10 business days’

prior written notice, subject to a prepayment penalty equal to 1% of the amount prepaid.

The Note will not amortize but will instead be satisfied

in one of two ways: (i) if the final closing (the “Final Closing”) of the Company’s acquisition of the Jefferson

County Metallurgical Complex, including the Montana Tunnels Mine (collectively, the “Complex”), occurs before the Maturity

Date, the principal amount of the Note and accrued and unpaid interest will be credited against the tranche A draw under the previously

announced concentrate prepayment facility to be entered into between the Company and the Investor concurrently with the Final Closing,

and the Note will be deemed paid in full and cancelled; or (ii) if the Final Closing does not occur before the Maturity Date, the principal

amount of the Note and accrued and unpaid interest will be due in a single lump-sum payment on the Maturity Date.

The Note is secured by a first-priority senior security

interest in the $28.58 million secured promissory note issued by Montana Goldfields, Inc. (“MTGF”) to the Company (the

“MTGF Note”) under the asset purchase agreement, dated August 21, 2026, by and among the Company, Silver Bow Tunnels

Corp., MTGF and Montana Tunnels Mining, Inc., relating to the Company’s acquisition of the Complex. The Company granted the security

interest pursuant to a security agreement, dated October 2, 2026, between the Company and the Investor (the “Security Agreement”),

and assigned its rights under the MTGF Note to the Investor. The Company is required to use the proceeds from the sale of the Note solely

to advance the Rainbow Block project and, when acquired, the Complex.

The Note Purchase Agreement and the Note contain customary

representations and warranties, covenants and events of default. Events of default include, among other matters, specified payment defaults,

certain defaults, redemptions or accelerations of indebtedness, bankruptcy and insolvency events, certain judgments, material breaches

of representations, warranties or covenants, material uninsured loss or damage to collateral or other assets, and dissolution or liquidation

of the Company. Upon an event of default, the Note bears interest at the Default Interest Rate and, upon written notice from the Investor,

becomes immediately due and payable. In addition, in connection with certain change-of-control transactions in which the Company is not

the surviving entity, the Investor may require the principal amount of the Note, accrued interest and other amounts then due to be paid

in cash at the closing of the transaction.

The Note was offered in reliance on Section 4(a)(2)

of the Securities Act of 1933, as amended (the “Securities Act”) pursuant to the representations of the Investor in

the Note Purchase Agreement. The Note has not been registered under the Securities Act or any state securities laws and may not be offered

or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of

the Securities Act and applicable state securities laws.

The information in this Current Report on Form 8-K

shall not constitute an offer to sell or a solicitation of an offer to purchase the Note or any other securities, and shall not constitute

an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.

The foregoing description of the material terms of

the Note Purchase Agreement, the Note and the Security Agreement is qualified in its entirety by reference to the full text of the Note

Purchase Agreement, the Note and the Security Agreement, attached hereto, as Exhibits 10.1, 10.2 and 10.3 to this Current Report on Form

8-K and incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation

or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information contained in Item 1.01 above is incorporated

by reference into this Item 2.03.

Item 5.02 Departure of Directors or Certain Officers;

Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 3, 2026, the Compensation Committee

of the Board of Directors of the Company (the “Board”) authorized (i) an increase in the annual salary of the

Company’s Chief Executive Officer, C. Travis Naugle, to $350,000, effective May 1, 2026, (ii) a $250,000 one time

discretionary cash bonus payment and (iii) an annual payment of $100,000 for his role as Executive Chairman of the Board, effective

October 3, 2026.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.1

Note Purchase Agreement, dated October 2, 2026, by and between Silver Bow Mining Corp. and Ocean Partners UK Limited

10.2

Note issued to Ocean Partners UK Limited, dated October 2, 2026

10.3

Security Agreement, dated October 2, 2026, by and between Silver Bow Mining Corp. and Ocean Partners UK Limited

104

Cover Page Interactive Data File--the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

SIGNATURES

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.

SILVER BOW MINING CORP.

Date: October 8, 2026

By:

/s/ C. Travis Naugle

C. Travis Naugle

Chief Executive Officer

EX-10.1 — NOTE PURCHASE AGREEMENT, DATED OCTOBER 2, 2026

EX-10.1

Filename: exh10-1.htm · Sequence: 2

Exhibit 10.1

NOTE PURCHASE AGREEMENT SILVER BOW MINING

CORP.

This Note Purchase Agreement (this “Agreement”)

is entered into as of October 2, 2026 (the “Effective Date”), by and between Silver Bow Mining Corp., a British Columbia

corporation (the “Company”), and Ocean Partners UK Limited., a United Kingdom corporation (“Investor”).

RECITALS

WHEREAS, the Company desires to obtain

financing through the issuance and sale of secured promissory note to fund operating expenses and the advancement of the Company’s

Rainbow Block project in Butte, Montana and it’s to be acquired Jefferson County Metallurgical Complex, in Jefferson County, Montana

(the “Complex”), including the Montana Tunnels Mine (the “Montana Tunnels Mine”);

WHEREAS, the Investor desires to purchase

a secured promissory note from the Company upon the terms and conditions set forth herein; and

NOW, THEREFORE, in consideration of

the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which

are hereby acknowledged, the parties agree as follows:

ARTICLE I - DEFINITIONS

1.1 Definitions.

As used in this Agreement, the following terms shall have the meanings set forth below:

“Affiliate” means, with respect to any Person,

any other Person that directly or indirectly controls, is controlled by, or is under common control with, such Person.

“Aggregate Face Amount” means an aggregate

principal face amount of $5,000,000.

“Business Day” means any day other than Saturday,

Sunday, or a day on which commercial banks in New York, New York or Delaware are authorized or required by law to remain closed.

“Closing” has the meaning described in Article

XI.

“Lien” means any mortgage,

pledge, hypothecation, assignment, deposit arrangement, encumbrance, lien (statutory or otherwise), charge, security interest, or other

similar restriction of any kind (including any conditional sale or other title retention agreement, any lease in the nature thereof, and

any agreement to give any security interest).

“Maturity Date” has the

meaning set forth in Section 3.2.

“Montana Goldfields” means Montana Goldfields, Inc.

“MTGF Note” means the secured promissory note

for $28.58 million between the Company and Montana Goldfields under the Purchase Agreement.

“Note” means the Secured Promissory Note issued

hereunder in the form attached hereto as Exhibit A.

“Person” means any individual,

corporation, company, partnership, association, joint venture, trust, unincorporated association, government or governmental authority.

“Purchase Agreement” means

the Asset Purchase Agreement, dated August 21, 2026, by and among the Company, Silver Bow Tunnels Corp., Montana Goldfields and Montana

Tunnels Mining, Inc. for the purchase of the Complex and the Montana Tunnels Mine.

“Regulation D” means Regulation D under the

Securities Act.

“Securities” means the Note.

“Securities Act” means the Securities Act of 1933, as

amended.

“Security Agreement” means

the security agreement dated October 2, 2026, by and between the Company and the Investor in the form attached hereto as Exhibit B.

“Transaction Documents”

means this Agreement, the Note, the Security Agreement and any and all other agreements that will be entered into by the parties at the

Closing in connection with the transactions contemplated by this Agreement.

“United States” means the

“United States” as defined in Regulation S under the Securities Act;

“U.S. Investor” means

an Investor that means any Investor that (i) is a person in the United States or that is a U.S. Person; (ii) is purchasing for the account

or benefit of a U.S. Person or person in the United States, (iii) receives or received an offer of the securities of the Company while

in the United States; or (iv) is in the United States at the time such purchaser’s buy order was made or this Subscription Agreement

was executed or delivered, excluding, however, any discretionary account (other than an estate or trust) held for the benefit or account

of a non-U.S. Person by a professional fiduciary organized, incorporated, or (if an individual) resident in the United States;

“U.S. Person” means a “U.S.

person” as defined in Regulation S under the Securities Act.

ARTICLE II - PURCHASE AND SALE OF NOTES

2.1 Purchase

and Sale. Subject to the terms and conditions of this Agreement, at the applicable Closing, the Investor agrees to purchase from the

Company, and the Company agrees to sell and issue to the Investor, the Note having the Aggregate Face Amount for payment of the Purchase

Price pursuant to Section 2.2 hereof.

2.2 Purchase

Price. The purchase price for the Note shall be funded through the Investor paying to the Company (or its designated creditors directly)

$5,000,000.00 in cash at Closing (the “Purchase Price”).

ARTICLE III - TERMS OF THE NOTES

3.1 Form

of Notes. The Notes shall be substantially in the form attached hereto as Exhibit A and incorporated herein by reference.

3.2 Maturity.

The Note shall mature on March 31, 2027 (the “Maturity Date”).

3.3 Interest.

The Note shall bear an interest at the 12-month Secured Overnight Financing Rate as provided by the CME Group plus 6.75% per annum (the

“Interest Rate”), payable monthly in arrears on the first Business Day of each month starting November 1, 2026 (the

“Interest”). In the case that an Event of Default has occurred and is ongoing, the Note shall bear interest at a rate

equal to the Interest Rate plus an additional 6% per annum (the “Default Interest Rate”).

3.4 Security.

The Notes shall be secured by a first-priority senior security interest in the MTGF Note pursuant to the Security Agreement and the assignment

of Company’s rights under the MTGF Note (the “Collateral”) and such other security agreements, instruments and

documents as may be necessary to create, perfect and maintain such security interest in the MTGF Note (collectively, the “Security

Documents”).

ARTICLE IV – PAYMENT

4.1 Prepayment.

The Note may be prepaid by the Company, in whole or in part, at any time prior to the Maturity Date, upon 10 Business Days written notice

to the Investor and payment of an early repayment penalty equal to 1% of the amount of the Note being prepaid, payable at the time of

the prepayment of the Note (“Prepayment Penalty”).

4.2 Final

Payment. The Note shall not amortize but will either (i) be netted against the tranche A draw (the “Tranche A Draw”)

under the concentrate prepayment facility (the “Facility”) to be entered into between the Company and the Investor

concurrently with the final closing (the “Final Closing”) of the Complex under the Purchase Agreement, in which case

the Aggregate Amount of the Note and any accrued and unpaid Interest will be credited towards the payment due and payable by the Investor

in connection with the Tranche A Draw under the Facility and the Note will be deemed paid in full and cancelled or (ii), if the Final

Closing does not occur prior to the Maturity Date, be paid in one lump sum payment of the Aggregate Face Amount and any accrued and unpaid

Interests at the Maturity Date.

4.3 Acceleration

Upon Change of Control. In the event of any merger, acquisition or other transaction resulting in a Change of Control (as defined

in the Note) in which the Company is not the surviving entity, the Investor may elect to require the Aggregate Face Amount of the Note,

together with any Interest thereon and other amounts then due and payable thereunder, to become immediately due and payable in cash upon

the closing of such Change of Control.

ARTICLE V - USE OF PROCEEDS

5.1 Use

of Proceeds. The Company shall use the proceeds from the sale of the Note solely for the advancement of the Rainbow Block and, when

acquired, the Complex, including the Montana Tunnels Mine.

ARTICLE VI - REPRESENTATIONS AND WARRANTIES

6.1 Company

Representations. The Company hereby represents and warrants to each Investor that:

(a) Organization

and Corporate Power. The Company is a corporation duly organized, validly existing, and in good standing under the laws of the Province

of British Columbia and has all requisite corporate power and authority to enter into this Agreement and to carry out its obligations

hereunder.

(b) Authorization.

The execution, delivery, and performance of this Agreement and the issuance of the Note have been duly authorized by all necessary corporate

action on the part of the Company.

Issuance. The Note, when issued in accordance with this Agreement, will be validly issued and free from all liens, claims, and encumbrances.

(d) No

Conflicts. The execution and delivery of this Agreement and the performance of the Company’s obligations hereunder will not

conflict with or result in a breach of the Company’s certificate of incorporation or bylaws, or any agreement to which the Company

is a party.

(e) Enforceability.

Each of the Transaction Documents executed, or to be executed, by the Company has been, or will be, duly executed and delivered by

the Company and constitutes, or will constitute, a legal, valid and binding obligation of the Company, enforceable against the Company

in accordance with its terms, except as limited by bankruptcy, insolvency or other laws of general application relating to or affecting

the enforcement of creditors’ rights generally and general principles of equity.

6.2 Investor

Representations. The Investor hereby represents and warrants to the Company that:

(a) Accredited

Investor Status. If the Investor is a U.S. Investor, the Investor is an “accredited investor” as such term is defined

in Rule 501(a) of Regulation D.

(b) Investment

Intent. The Investor is acquiring the Note for investment purposes only and not with a view to distribution thereof. The Investor

understands that the Note has not been registered under the Securities Act or the applicable securities laws of any state of the United

States, is a “restricted securities” under Rule 144 under the Securities Act, and may not be offered, sold or transferred

except in compliance with registration under the Securities Act or an applicable

exemption therefrom and in accordance with

the applicable securities laws of any state of the United States.

The Investor has sufficient knowledge and experience in financial and business matters to evaluate the merits and risks of the investment

in the Note. The Investor is capable of bearing the economic risk of the investment and can afford to hold the Note for an indefinite

period and can afford the complete loss of the investment.

(d) No

General Solicitation. The Investor’s decision to invest was not the result of any form of general solicitation or advertising,

and the Investor had a pre-existing relationship with the Company or was introduced to this investment opportunity through means that

did not constitute general solicitation under the Securities Act.

(e) Access

to Information. The Investor has had access to all information regarding the Company and this investment that the Investor considers

necessary or appropriate for making an informed investment decision. The Investor has had the opportunity to ask questions of the Company’s

management and has received satisfactory answers to all such questions.

(f) Independent

Investigation. The Investor has conducted its own independent investigation and analysis of the Company and this investment opportunity

and has not relied upon any representations or warranties of the Company other than those expressly set forth in this Agreement.

(g) Legal

and Tax Advice. The Investor has been advised to consult, and has consulted to the extent deemed appropriate by such Investor, with

the Investor’s own attorney, accountant, and other advisors with respect to legal, tax, and other consequences of this investment.

ARTICLE VII - COVENANTS

7.1 Security

Interest. The Company shall, and shall cause each applicable subsidiary to, execute and deliver the Security Agreement and take all

actions reasonably necessary to grant, create, perfect, maintain and protect the first-priority senior security interest contemplated

thereby, including the execution and filing of any financing statements, deeds of trust, pledge agreements, guaranties and other instruments

necessary or appropriate to evidence, perfect or maintain such security interest.

ARTICLE VIII - EVENTS OF DEFAULT

8.1 Events of Default.

The following shall constitute “Events of Default” under this Agreement and the Note:

(a) failure by the Company to

pay any amount due under the Note when due and payable if not cured within five (5) Business Days;

(b) the

occurrence of any default under, redemption of or acceleration prior to maturity of any indebtedness of the Company or any of its subsidiaries

in an aggregate principal amount of at least $5,000,000;

Company or any of its subsidiaries (i) becomes insolvent, (ii) makes a general assignment for the benefit of its creditors, (iii) commences

a voluntary case or proceeding under any applicable federal, state or foreign bankruptcy, insolvency, reorganization or other similar

law, or (iv) commences any other proceeding seeking liquidation, reorganization or other relief with respect to itself or its debts;

(d) any

involuntary bankruptcy, insolvency, reorganization, liquidation or other proceeding for the relief of debtors is commenced against the

Company or any of its subsidiaries and such proceeding is not dismissed or discharged within forty-five (45) days after its commencement;

(e) a

court of competent jurisdiction enters any decree, order, judgment or similar document in respect of the Company or any of its subsidiaries

granting relief in any voluntary or involuntary case or proceeding under any applicable federal, state or foreign bankruptcy, insolvency,

reorganization or other similar law;

(f) a

receiver, trustee, custodian, liquidator or similar official is appointed for the Company or any of its subsidiaries or for all or any

material portion of its respective assets;

(g) one

or more final judgments for the payment of money aggregating in excess of $5,000,000 are rendered against the Company or any of its subsidiaries

and remain unbonded, undischarged or unstayed for a period of thirty (30) days following the entry thereof;

(h) failure

by the Company or any of its subsidiaries to pay when due any indebtedness or other debt in excess of $5,000,000 owing to any third party,

subject to any applicable grace or cure period;

(i) any

representation or warranty made by the Company or any of its subsidiaries in this Agreement, the Note or any other definitive document

entered into in connection with the issuance or purchase of the Notes proves to have been materially false or misleading when made;

(j) failure

by the Company or any of its subsidiaries to perform or comply with any material covenant or agreement contained in this Agreement, the

Note or any other definitive document entered into in connection with the issuance or purchase of the Note, which failure, if capable

of cure, continues for thirty (30) days after written notice thereof to the Company;

(k) any

material damage to, or loss, theft or destruction of, the Collateral or other assets of the Company or any of its subsidiaries that is

material to the business of the Company and its subsidiaries, considered as a whole, to the extent such damage, loss, theft or destruction

is not reimbursed by insurance;

(l) any

event of default occurs under any other indebtedness of the Company or any of its subsidiaries; or

(m) the

Company dissolves or liquidates, or takes any corporate action to authorize its dissolution or liquidation, other than as expressly permitted

under this Agreement.

8.2 Remedies.

Upon the occurrence of an Event of Default, the Note will bear interest at the Default Interest Rate and, upon written notice by the

Investor to the Company, the Note shall become immediately due and payable.

ARTICLE IX - AMENDMENTS AND WAIVERS

9.1 Amendments

to Note. Any amendment to the Transaction Documents shall require the written consent of the Company and the Investor.

ARTICLE X – CONDITIONS TO CLOSING

10.1 Conditions

to Company’s Obligation to Sell. The obligation of the Company hereunder to issue and sell the Note to the Investor at the Closing

is subject to the satisfaction, at or before the Closing Date, of each of the following conditions, provided that these conditions are

for the Company’s sole benefit and may be waived by the Company at any time in its sole discretion by providing each Investor with

prior written notice thereof:

(i) The Investor shall have paid the Purchase Price at the Closing by wire transfer of immediately available

funds.

(ii) The Investor shall have executed and delivered the Security Documents to the Company.

(iii) The representations and warranties of the Investor shall be true and correct in all material respects

as of the date when made and as of the Closing Date as though originally made at that time (except for representations and warranties

that speak as of a specific date, which shall be true and correct as of such specific date), and the Investor shall have performed, satisfied

and complied in all material respects with the covenants, agreements and conditions required by this Agreement to be performed, satisfied

or complied with by the Investor at or prior to the Closing Date.

10.2 Conditions

to the Investor’s Obligation to Buy. The obligation of the Investor hereunder to purchase its Note at the Closing is subject

to the satisfaction, at or before the Closing Date, of each of the following conditions, provided that these conditions are for the Investor’s

sole benefit and may be waived by the Investor at any time in its sole discretion by providing the Company with prior written notice thereof:

(i) The Company shall have duly executed and delivered to the Investor the Note in the Aggregate Face Amount

and the Security Documents.

(ii) The Company shall have delivered to such Investor a certificate evidencing the formation and good standing

of the Company in the Province of British Columbia as of a date within ten (10) days of the Closing Date.

(iii) The Company shall have delivered to the Investor a certificate executed by the Secretary of the Company

and dated as of the Closing Date, as to (i) the resolutions as adopted by the Company’s board of directors in a form reasonably

acceptable to the Investor authorizing the issuance of the Note and (ii) the notice of articles and articles of the Company, each as in

effect at the Closing.

(v) Each and every representation and warranty of the Company shall be true and correct as of the date when

made and as of the Closing Date as though originally made at that time (except for representations and warranties that speak as of a specific

date, which shall be true and correct as of such specific date) and the Company shall have performed, satisfied and complied in all respects

with the covenants, agreements and conditions required to be performed, satisfied or complied with by the Company at or prior to the Closing

Date. The Investor shall have received a certificate, duly executed by an officer of the Company, dated as of the Closing Date, to the

foregoing effect.

ARTICLE XI – CLOSING

The purchase and sale of the Notes shall

occur promptly following satisfaction or waiver of the conditions in Article X. Closing shall occur by electronic exchange of signatures

to the Transaction Documents.

ARTICLE XII - MISCELLANEOUS

12.1 Governing

Law. This Agreement shall be governed by and construed in accordance with the laws of England, without regard to its conflict of laws

principles.

12.2 Confidentiality.

The terms and conditions of this Agreement are confidential and shall not be disclosed except to the parties hereto and their respective

legal advisors; provided, however, that the Investor may disclose this Agreement in accordance with applicable law, including, without

limitation the requirements of the Securities Act or the Exchange Act or in connection with the filing of any registration statement.

12.3 Legal

Fees. Each party shall bear its own legal fees and expenses incurred in connection with the negotiation, preparation, execution and

consummation of the transactions contemplated by this Agreement.

12.4 [Reserved]

12.5 Tax

Consequences. All tax consequences in connection with the Notes shall be borne by the Investor.

12.6 Counterparts.

This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute

one and the same instrument.

12.7 Severability.

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and

effect.

12.8 Entire

Agreement. This Agreement, together with the Transaction Documents, including the Notes and Exhibits hereto, constitutes the entire

agreement between the parties with respect to the subject matter hereof.

12.9 No

Third-Party Beneficiaries. Except as expressly set forth in this Agreement, this Agreement is intended solely for the benefit of the

parties hereto and their respective permitted successors and assigns, and nothing herein, express or implied, shall give or be construed

to give to any person or entity, other than the parties hereto, any legal or equitable right, benefit, or remedy of any nature whatsoever

under or by reason of this Agreement.

[SIGNATURE PAGE FOLLOWS]

IN WITNESS WHEREOF, the parties have executed this Agreement

as of the date first written above.

Silver Bow Mining Corp.

By:

/s/ C. Travis Naugle

Name:

C. Travis Naugle

Title:

Chief Executive Officer

Ocean Partners UK Limited

By:

/s/ Neil Poulter

Name:

Neil Poulter

Title:

Director

EX-10.2 — NOTE ISSUED TO OCEAN PARTNERS UK LIMITED, DATED OCTOBER 2, 2026

EX-10.2

Filename: exh10-2.htm · Sequence: 3

Exhibit 10.2

EXHIBIT A

NOTE PURCHASE AGREEMENT

SECURED PROMISSORY NOTE

THIS NOTE HAS NOT BEEN REGISTERED

UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY

NOT BE OFFERED, SOLD, TRANSFERRED OR ASSIGNED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR AN AVAILABLE

EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND, IN EACH CASE, IN COMPLIANCE WITH APPLICABLE STATE SECURITIES LAWS.

NOTWITHSTANDING THE FOREGOING, THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT

SECURED BY THIS NOTE.

SECURED PROMISSORY

NOTE

$5,000,000.00

October 2, 2026

FOR VALUE RECEIVED,

Silver Bow Mining Corp. (the “Company”), hereby promises to pay to the order of Ocean Partners UK Limited (including

any future holder of this Note, the “Lender” together with the Company, the “Parties”), the principal

amount of Five Million Dollars United States Dollars ($5,000,000.00) upon the terms and subject to the conditions set forth herein (this

“Note”). This Note is issued pursuant to that certain Note Purchase Agreement, dated as of September [●],

2026, by and between the Company and the Lender (the “Purchase Agreement”), and is secured pursuant to that certain

security agreement between the Company and the Lender of even date herewith (the “Security Agreement”). Capitalized

terms used but not otherwise defined herein have the meanings set forth in the Purchase Agreement.

Payments. Unless a Net Settlement has occurred pursuant to Section 4 hereof prior to the Maturity Date, the principal amount

of this Note shall be due and payable in full on the Maturity Date (as defined herein).

Maturity. The maturity date shall be March 31, 2027 (the “Maturity Date”). All payments shall be made

in lawful money of the United States at such place as the Lender may designate in writing.

Interest. This Note bears interest at the 12-month Secured Overnight Financing Rate as provided by the CME Group plus 6.75%

per annum (the “Interest Rate”), payable monthly in arrears on the first Business Day of each month starting November

1, 2026 (the “Interest”). Any accrued and unpaid interest shall be payable on the Maturity Date. If an Event of Default

(as defined below) occurs and is ongoing, this note shall bear interest at a rate equal to the Interest Rate plus an additional 6% per

annum (the “Default Interest Rate”).

Net Settlement. This Note will be netted against the tranche A draw (the “Tranche A Draw”) under the

concentrate prepayment facility (the “Facility”) to be entered into between

the Company and the Lender concurrently with

the final closing (the “Final Closing”) of the Complex under the Purchase Agreement, in which case the Aggregate Amount

of the Note and any accrued and unpaid Interest will be credited towards the payment due and payable by the Investor in connection with

the Tranche A Draw under the Facility and the Note will be deemed paid in full and cancelled.

Prepayment. The Note may be prepaid by the Company at any time, in whole or in part, at any time prior to the Maturity Date,

upon 10 Business Days written notice to the Lender and payment of an early repayment penalty equal to 1% of the amount of the Note being

prepaid, payable at the time of the prepayment of the Note (“Prepayment Penalty”).

Event of Default. The “Events of Default” applicable to this Note shall be those set forth in Section 8.1 of

the Purchase Agreement. Upon the occurrence of an Event of Default, this Note shall bear interest at the Default Interest Rate and, upon

written notice to the Company by the Lender, shall immediately become due and payable. The rights and remedies provided upon an Event

of Default shall be in addition to all other rights and remedies available under the Purchase Agreement, the Security Documents and applicable

law, all of which shall be cumulative.

Security Interest. Payment of all amounts due or to become due under this Note and all other obligations of the Company

under the Note are secured by a first-priority security interest in the Collateral described in the Security Agreement.

Change of Control. A “Change of Control” shall be deemed to have occurred if, after the Effective Date,

(i) the beneficial ownership (as defined in Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”))

of securities representing more than 50% of the combined voting power of the Company is acquired by any “person” as defined

in sections 13(d) and 14(d) of the Exchange Act (other than the Company, any subsidiary of the Company, or any trustee or other fiduciary

holding securities under an employee benefit plan of the Company), (ii) the merger or consolidation of the Company with or into another

corporation where the shareholders of the Company, immediately prior to the consolidation or merger, would not, immediately after the

consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares

representing in the aggregate 50% or more of the combined voting power of the securities of the corporation issuing cash or securities

in the consolidation or merger (or of its ultimate parent corporation, if any) in substantially the same proportion as their ownership

of the Company immediately prior to such merger or consolidation, or (iii) the sale or other disposition of all or substantially all of

the Company’s assets to an entity, other than a sale or disposition by the Company of all or substantially all of the Company’s

assets to an entity, at least 50% of the combined voting power of the voting securities of which are owned directly or indirectly by shareholders

of the Company, immediately prior to the sale or disposition, in substantially the same proportion as their ownership of the Company immediately

prior to such sale or disposition. Upon the occurrence of a Change of Control, the Lender may, in accordance with Section 4.3 of the Purchase

Agreement, elect to require the Aggregate Face Amount of the Note, together with any Interest thereon and other amounts then due and payable

thereunder, to become immediately due and payable in cash upon the closing of such Change of Control.

Notices. All notices provided for in this Note shall be in writing and deemed to be duly given upon (a) personal delivery,

(b) four (4) Business Days after deposit in the United States

mail, certified or registered, postage prepaid,

(c) one (1) Business Day after deposit with a reputable, national overnight courier service for next business day delivery with all

charges prepaid, or (d) confirmed fax transmission or email to an email address provided by Lender. Other than as expressly required

herein, the Company waives presentment and demand for payment, protest, notice of protest, and notice of dishonor. Notices shall be sent

to the Parties at the following addresses (or to such other address or electronic mail address as a party may designate by notice given

in accordance with this Section):

If to Company:

Silver Bow Mining Corp.

Attn: C. Travis Naugle

Address: 1401 Idaho Street

Butte, Montana 59701

If to Lender:

Ocean Partners UK Limited

Brent Omland

43 Danbury Road

Wilton, CT, 06897

10.

Governing Law. This Note, and any disputes arising under this Note, will be governed by and construed in accordance with

the laws of England, without regard to provisions of English law concerning conflicts of laws.

11.

Savings Clause. If any provision of this Note is determined to be invalid, illegal or unenforceable, such provision shall

be deemed modified to the minimum extent necessary to make it valid and enforceable or, if such modification is not possible, deemed deleted,

without affecting the validity or enforceability of the remaining provisions of this Note.

12.

Transfer; Successors and Assigns. This Note is in registered form within the meaning of 26 C.F.R. Section 1.871-14(c)(1)(i)

for United States federal income and withholding tax purposes. Except as set forth below, this Note may be transferred only in compliance

with any applicable laws and upon its surrender to the Company for registration of transfer, duly endorsed, or accompanied by a duly executed

written instrument of transfer in form reasonably satisfactory to the Company. Notwithstanding the foregoing, the Lender may not sell,

transfer, assign, pledge or hypothecate this Note, in whole or in part, without the prior written consent of the Company, which consent

may be granted or withheld in the Company’s sole discretion; provided, that no such consent shall be required for a transfer or

assignment to an Affiliate of the Lender. Upon such transfer, this Note shall be reissued to and registered in the name of the transferee,

or a new Note representing the then outstanding principal amount shall be issued and registered in the name of the transferee.

13.

Waiver and Amendment. Notwithstanding anything to the contrary herein, amendments and waivers with respect to this Note

shall be affected in the manner set forth in Article IX of the Purchase Agreement, and any such amendment or waiver approved in accordance

therewith shall be binding on the Lender hereof.

14.

Collection Costs. In the event of any action, arbitration or other proceeding to enforce or interpret this Note or any

of the Security Documents, the prevailing party shall be entitled to recover from the non-prevailing party, on demand, its reasonable

and documented costs and expenses incurred in connection therewith, including, without limitation, reasonable attorneys’ fees and

expenses, court costs, costs of collection, costs of protecting, preserving or enforcing the Collateral, costs incurred in any bankruptcy,

insolvency or restructuring proceeding, and all costs incurred on appeal or in any post-judgment proceedings.

[Remainder

of Page Intentionally Left Blank]

The Parties have entered

into this Secured Promissory Note as of the date first above written.

Silver Bow Mining Corp.

By:

/s/ C. Travis Naugle

Name:

C. Travis Naugle

Title:

Chief Executive Officer

Acknowledgement

Ocean Partners UK Limited

By:

/s/ Neil Poulter

Name:

Neil Poulter

Title:

Director

EX-10.3 — SECURITY AGREEMENT, DATED OCTOBER 2, 2026, BY AND BETWEEN SILVER BOW MINING CORP. AND OCEAN PARTNERS UK LIMITED

EX-10.3

Filename: exh10-3.htm · Sequence: 4

Exhibit 10.3

EXHIBIT B

SECURITY AGREEMENT

THIS SECURITY AGREEMENT

(as amended, restated, supplemented, or otherwise modified, this “Agreement”) is made and entered as of October 2,

2026, by SILVER BOW MINING, INC. (“Grantor”), for the benefit of OCEAN PARTNERS UK LIMITED (“Lender”).

Capitalized terms used but not otherwise defined herein have the meanings assigned to them in the Note (as defined below).

WITNESSETH:

WHEREAS, Grantor and Lender

are parties to those certain Secured Promissory Note dated as of October 2, 2026 in the principal amount of $5,000,000.00 (the “Note”);

WHEREAS, Grantor and Lender

are parties to a Note Purchase Agreement, dated October 2, 2026 (the “Purchase Agreement”), which contemplates, among

other things, that the Note will be secured by a first-priority pledge of the Grantor’s rights under that certain secured promissory

note for $28.58 million between the Company and Montana Goldfields, Inc.(the “MTGF Note”) under the Asset Purchase

Agreement, dated August 21, 2026, by and among the Company, Silver Bow Tunnels Corp., Montana Goldfields and Montana Tunnels Mining, Inc.

(the “APA”) for the purchase of the Jefferson County Metallurgical Complex, in Jefferson County, Montana (the “Complex”),

including the Montana Tunnels Mine (the “Montana Tunnels Mine”); and

WHEREAS, to secure the

prompt payment and performance of all obligations of Grantor under the Note and this Agreement, Grantor agrees to grant to Lender a first-priority

security interest in its rights under the MTGF and to, upon the occurrence of an Event of Default, complete the assignment of the MTGF

to the Lender.

NOW, THEREFORE, for and

in consideration of the premises, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,

the parties agree as follows:

A. PLEDGE

OF COLLATERAL

1. Pledge.

Grantor hereby grants to Lender a continuing first-priority security interest in the following collateral, existing as of the date hereof

(collectively, the “Collateral”):

(i) All of Grantor’s rights, title and interest in the MTGF Note; and

(ii) any and all proceeds and products of the foregoing.

Grantor from time to time shall

execute all such documents, and take all such other actions as Lender may reasonably request from time to time to perfect, confirm and/or

evidence the security interest granted hereby as a perfected security interest (including without limitation, assigning and delivering

to Lender stock certificates, along with stock powers duly executed in blank with respect to the Collateral that are certificated securities

and executing control agreements or taking such other actions as Lender may reasonably request with respect to any uncertificated Pledged

Interests to perfect or maintain the perfection of Lender’s security interest therein).

Grantor authorizes Lender to file such UCC financing

statements, amendments, and continuation statements covering the Collateral and containing such collateral descriptions as are reasonably

necessary to perfect or to maintain the perfection of Lender’s security interest. Grantor agrees to pay all taxes, fees, costs and

expenses (including reasonable and documented attorneys’ fees and expenses) incurred by Lender in connection with the preparation,

filing or recordation thereof.

2. Payments.

So long as no Event of Default shall have occurred and be continuing, Grantor shall have the sole right to receive all payments and other

distributions arising from the Collateral. Upon the occurrence and during the continuance of an Event of Default, (i) Grantor’s

right to receive such payments and other distributions shall terminate upon five (5) Business Days’ prior written notice to Grantor,

unless and until reinstated in writing by Lender, and (ii) Lender shall be entitled, in addition to any other rights contained herein,

to receive all dividends and other distributions arising from the Collateral. Any portion of the Collateral received by Grantor in violation

of this Agreement shall remain subject to Lender’s security interest and lien hereunder, shall be immediately delivered to Lender

in the same form as received, except for any necessary endorsements, and, pending such delivery, shall be held in trust for Lender by

Grantor and kept separate from Grantor’s other assets.

3. Representations;

Covenants. Grantor represents, warrants and covenants to Lender as follows:

a. Grantor

is the legal and beneficial owner of, has good and marketable title to, and has full right and authority to pledge and assign the Collateral,

free and clear of all liens except for the security interest granted to Lender pursuant to this Agreement.

b. Grantor

shall keep the Collateral free from any liens other than the security interest granted pursuant to this Agreement and shall pay and discharge

when due all taxes, levies and other charges upon the Collateral except for such taxes as are being disputed in good faith by appropriate

proceedings. Grantor shall defend the Collateral against all claims and legal proceedings of third parties that could adversely affect

Lender’s security interest therein.

c. Grantor’s

legal name (as set forth in its organizational documents) is Silver Bow Mining Corp. Grantor has delivered to Lender a true, correct and

complete copy of its organizational documents.

d. The

execution, delivery and performance of this Agreement have been duly authorized by all necessary organizational action of Grantor and

do not violate Grantor’s organizational documents or any applicable law, judgment, order or material agreement binding upon Grantor.

4. Action

Upon an Event of Default. In addition to its rights and remedies provided hereunder, whenever an Event of Default, as determined in

accordance with the terms of the Note, shall have occurred and be continuing, Lender shall have all rights and remedies of a secured party

upon default under the applicable Uniform Commercial Code or other applicable law. Notwithstanding the foregoing, Lender shall exercise

all remedies hereunder in a commercially reasonable manner. Without limiting the foregoing, Lender shall have the right, at any time and

from time to time following the occurrence and during the continuance of an Event of Default, to sell, resell, assign and deliver, in

Lender’s discretion, all or any of the Collateral, in one or more transactions at the same or different times, and any right, title,

interest, claim and/or demand

therein or right of redemption thereof, on any securities

exchange on which the Collateral or any of it may be listed or at public or private sale, for cash or upon credit for future delivery,

and in connection therewith Lender may grant options, subject in all respects to any rights of redemption that may not be waived under

applicable law. If any of the Collateral is sold by Lender upon credit for future delivery, Lender shall not be liable for any failure

of the purchaser to purchase or pay for the same and, in the event of any such failure, Lender may resell such Collateral. In no event

shall Grantor be credited with any part of the proceeds of sale of any Collateral until cash payment of such sale has actually been received

by Lender.

5. Sale

of Collateral. Lender shall give Grantor at least twenty (20) days prior written notice of the time and place of any sale or other

disposition to be made pursuant to Section A.4 above. Lender shall not be obligated to make any sale of Collateral if Lender shall

determine not to do so, regardless of the fact that notice of sale may have been given. Upon each private sale of Collateral of a type

customarily sold in a recognized market and upon each public sale, Lender or any holder of the Note may purchase all or any of the Collateral

being sold, free from any equity or right of redemption, subject to any rights that may not be waived under applicable law, and may make

payments (by endorsement without recourse) on the Note, in lieu of cash, to the extent of the amount then due thereon, which Grantor hereby

agrees to accept.

6. Private

Sale. Grantor recognizes that Lender may be unable to effect a public sale of all or a part of the Collateral by reason of certain

prohibitions contained in the Securities Act of 1933, as amended, as now or hereafter in effect, or in applicable Blue Sky or other state

securities laws, as now or hereafter in effect, but may be compelled to resort to one or more private sales to a restricted group of purchasers

who will be obliged to agree, among other things, to acquire such Collateral for their own account, for investment and not with a view

to the distribution or resale thereof. Grantor agrees that private sales so made may be at prices and other terms less favorable than

if such Collateral were sold at public sales, and that Lender has no obligation to delay sale of any such Collateral for the period of

time necessary to permit the issuer of such Collateral to register such Collateral for public sale under such applicable securities laws.

Grantor acknowledges that a private sale conducted under the circumstances described above may be commercially reasonable notwithstanding

that the sale could result in a lower price than a public sale.

7. Cumulative

Remedies. The remedies provided herein in favor of Lender shall not be deemed exclusive, but shall be cumulative, and shall be in

addition to all other remedies in favor of Lender under the Loan Documents (as defined in the Note) or existing at law or in equity.

8. Power

of Attorney to Execute. Upon and during the continuance of an Event of Default, Lender shall have the right, for and in the name,

place and stead of Grantor, to execute such endorsements, assignments or other documents or instruments, including instruments or agreements

exercising its voting and consensual rights hereunder and instruments of conveyance or transfer with respect to all or any of the Collateral

as may be reasonably necessary in order to assure its rights hereunder. Without limiting the generality of the foregoing, upon and during

the continuance of an Event of Default, Lender shall have the right and power to receive, endorse and collect all checks and other orders

for the payment of money made payable to Grantor representing any interest, dividend or other distribution payable in respect of the Collateral

that Lender is entitled to receive hereunder or any part thereof and to give full discharge for the same. Such rights shall be subject

to the limitations and restrictions set forth in this Agreement. This power of

attorney is a power coupled with an interest and shall

be irrevocable for so long as any of Grantor’s obligations under the Loan Documents (as defined in the Note) remain outstanding.

9. Application

of Proceeds. All cash proceeds received by Lender from any sale of, collection from, or other realization upon, all or any part of

the Collateral shall be applied by Lender against all or any part of the amounts due under the Note in the following order:

(a) First,

to expenses payable by Grantor pursuant to the Purchase Agreement, this Agreement and the Note (the “Loan Documents”;

(b) Second,

on account of all accrued and unpaid interest on the Note then due and owing;

on account of all principal of the Note then due or owing, and

(d) Fourth,

to any other amounts under the Loan Documents then due or owing.

Any surplus of such cash or cash

proceeds held by Lender and remaining after the payment, satisfaction or extinguishment of the Note and the payment or satisfaction of

all other obligations under the Loan Documents (as defined in the Note) shall be paid over to Grantor or to whomsoever may be lawfully

entitled to receive such surplus, and Grantor shall be liable for any deficiency.

10. Indemnity

and Expenses. Grantor hereby agrees to indemnify and hold harmless Lender from and against any and all claims, losses and liabilities

growing out of or resulting from this Agreement (including enforcement of this Agreement), except claims, losses or liabilities resulting

from Lender’s gross negligence or willful misconduct. Upon demand, Grantor will pay, or cause to be paid, to Lender the amount of

any and all reasonable expenses, including but not limited to reasonable fees and disbursements of its counsel and of any experts and

agents, which Lender may incur in connection with the administration of this Agreement, the custody, preservation, use or operation of,

or the sale of, collection from, or other realization upon, any of the Collateral, the exercise or enforcement of any of the rights of

Lender hereunder, and the failure by Grantor to perform or observe any of the provisions hereof.

11. No

Duty on Lender. The powers conferred on Lender hereunder are solely to protect Lender’s interest in the Collateral and shall

not impose any duty to exercise any such powers. Except for the safe custody of any Collateral in Lender’s possession and the accounting

for monies actually received by Lender hereunder, Lender shall not have any duty as to any Collateral or as to the taking of any necessary

steps to preserve rights against prior parties or any other rights pertaining to any Collateral. Nothing contained in this Agreement shall

be construed or interpreted to transfer to Lender any obligations of a shareholder or member of any issuer of the Pledged Interests, or

cause Lender to be deemed a shareholder or member of any such issuer prior to Lender’s express exercise of its rights to become

a shareholder or member. To the extent permitted by applicable law, Grantor waives all claims, damages and demands against Lender arising

out of the lawful sale or disposition of the Collateral in accordance with the terms hereof.

B. MISCELLANEOUS

Term. The pledge made by Grantor hereunder shall serve as security for the performance of all the covenants and conditions

of Grantor under the Note and the other Loan Documents (as defined in the Note) until Grantor has satisfied or discharged its obligations

under the Loan Documents (as defined in the Note).

Further Assurances. Grantor shall do, make, execute and deliver all such additional and further acts, things, deeds, assurances,

instruments and documents as Lender may reasonably request to perfect, preserve and protect Lender’s rights hereunder or in any

of the Collateral, including, without limitation, placing legends on certificates representing the Collateral or on the books and records

pertaining to the Collateral stating that Lender has a security interest therein and/or executing one or more control agreements.

Performance or Termination of Obligations. Upon repayment in full or other satisfaction or extinguishment of the Note in

accordance with its terms and the satisfaction of all other obligations under the Loan Documents (as defined in the Note), other than

contingent obligations for which no claim has been asserted, the security interest granted herein shall automatically terminate. Lender

shall, at the expense of Lender, return any certificates and stock powers then held by Lender and execute such releases, UCC termination

statements and other instruments as Grantor may reasonably request to evidence such termination.

Notices. All notices, requests, demands, consents, approvals and other communications required or permitted under this Agreement

shall be in writing and shall be deemed to have been duly given: (a) upon personal delivery; (b) one (1) business day after deposit with

a nationally recognized overnight courier service, postage prepaid; (c) three (3) business days after deposit in the United States mail,

certified or registered mail, postage prepaid, return receipt requested; or (d) upon transmission by electronic mail, provided that no

automated notice of non-delivery or similar transmission error is received by the sender. Notices shall be sent to the parties at the

following addresses (or to such other address or electronic mail address as a party may designate by notice given in accordance with this

Section):

If to Grantor:

Silver Bow Mining Corp.

Attn: C. Travis Naugle

Address: 1401 Idaho Street

Butte, Montana 59701

If to Lender:

Ocean Partners UK Limited

Brent Omland

43 Danbury Road

Wilton, CT, 06897

Governing Law. This Agreement, its construction and the determination of any rights, duties or remedies of the parties arising

out of or relating to this Agreement, shall be governed by and construed under and in accordance with the laws of England without respect

to any conflict of law provision or rule (whether of England or any other jurisdiction) that would

cause the application of the laws of any jurisdiction

other than England.

Binding Effect. This Agreement shall bind and inure to the benefit of Grantor and Lender and their legal representatives,

successors and permitted assigns.

Entire Agreement. This Agreement, together with the Note and the Purchase Agreement constitute the entire agreement of the

parties with respect to the subject matter of this Agreement. This Agreement may be modified, amended or terminated only by a written

agreement executed by Grantor and Lender.

Assignment. This Agreement shall not be assigned by Grantor without the written consent of Lender. Lender may assign its

rights hereunder with prior written notice to Grantor; provided that no such assignment shall increase the obligations of Grantor hereunder.

This Agreement shall be binding on, and inure to the benefit of, the parties to it and their respective legal representatives, successors

and permitted assigns.

Rights and Waivers. No failure or delay on the part of Lender in exercising any right, power or privilege under this Agreement

or any applicable law shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power or privilege hereunder

or thereunder preclude any other or further exercise thereof or the exercise of any other right, power or privilege. No waiver or modification

of any right, power or privilege of Lender or of any obligation of Grantor shall be effective unless such waiver or modification is in

writing, and signed by Lender and then only to the extent set forth therein. A waiver by Lender of any right, power, or privilege hereunder

on any one occasion shall not be construed as a bar to, or waiver of, the exercise of any such right, power or privilege which Lender

otherwise would have on any subsequent occasion.

10.

Counterparts; Facsimile. This Agreement may be executed in any number of counterparts (including by facsimile, portable

document format (PDF) or other electronic transmission) and by different parties hereto on separate counterparts, each of which, when

so executed and delivered, shall be an original, but all such counterparts shall together constitute one and the same instrument.

[Signatures on following page]

IN WITNESS WHEREOF, Grantor has

executed this Agreement UNDER SEAL effective the day and year first above written.

Silver Bow Mining Corp.

By:

/s/ C. Travis Naugle

Name:

C. Travis Naugle

Title:

Chief Executive Officer

Ocean Partners UK Limited

By:

/s/ Neil Poulter

Name:

Neil Poulter

Title:

Director

[Signature Page to and the Security Agreement]

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- Definition

Indicate if an emerging growth company has elected not to use the extended transition period for complying with any new or revised financial accounting standards.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 7A

-Section B

-Subsection 2

+ Details

Name:

dei_EntityExTransitionPeriod

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration