Silver Bow Mining Amends Asset Purchase Agreement Terms
Silver Bow Mining Corp. entered into a First Amendment to its Asset Purchase Agreement with Montana Goldfields, Inc. and Montana Tunnels Mining, Inc. The amendment, which became effective on October 14, 2026, was filed with the U.S. Securities and Exchange Commission on October 20, 2026. The document modifies specific timelines and procedural requirements within the original contract dated August 21, 2026. Silver Bow Tunnels Corp. is also a party to the agreement as a buyer alongside the parent company.
Silver Bow Mining Corp. entered into a First Amendment to its Asset Purchase Agreement with Montana Goldfields, Inc. and Montana Tunnels Mining, Inc. The amendment, which became effective on October 14, 2026, was filed with the U.S. Securities and Exchange Commission on October 20, 2026. The document modifies specific timelines and procedural requirements within the original contract dated August 21, 2026. Silver Bow Tunnels Corp. is also a party to the agreement as a buyer alongside the parent company.
The amendment redefines the Outside Date in the original agreement. Under the new terms, this deadline is set to expire 60 days after the sellers deliver audited financial statements for Montana Tunnels Mining, Inc. These financial statements must cover the company's last two fiscal years and be in a form satisfactory for inclusion in the proxy statement. This change links the transaction's final deadline directly to the completion of specific financial disclosures rather than a fixed calendar date.
Section 5.4 of the original agreement was also amended to adjust the timeline for proxy filings. The company is now required to prepare and file a preliminary proxy statement with the commission as promptly as reasonably practicable. Specifically, this must occur within five business days following the delivery of the audited financial statements by the sellers. The proxy statement will be used to obtain shareholder approval for the proposed issuance of common shares and underlying common shares.
The sellers are obligated to use reasonable efforts to produce the audited financial statements of Montana Tunnels Mining, Inc. for its last two fiscal years, or other periods as required by the commission. These statements must be audited by an independent public accounting firm registered with the Public Company Accounting Oversight Board (PCAOB). The amendment sets a strict deadline for this production, requiring the documents to be ready no later than October 31, 2026.
Except for these specific modifications, the original agreement remains in full force and effect. The full terms are detailed in the company's current report on Form 8-K filed on August 24, 2026. The amendment is attached as Exhibit 10.1 to the filing. The company notes that the covenants in the amendment were made for the benefit of the parties and may be subject to limitations or materiality standards that differ from those applicable to investors.
Silver Bow Mining intends to file relevant materials with the SEC, including its proxy statement in preliminary and definitive form, in connection with the proposed shareholders meeting. Investors are urged to read all relevant documents filed with the commission, as they contain important information about the shareholder approval being requested. These documents will be available free of charge from the SEC's website or from the company.