Exhibit 2.1

BUNKER HILL MINING CORP.

AND

SILVER47 EXPLORATION CORP.

ARRANGEMENT AGREEMENT

DATED August 20, 2026

Table of Contents

Schedule A — Plan of Arrangement

Schedule B — Arrangement Resolution

Schedule C — Regulatory Approvals

Schedule D — Director and Officer Appointments

ARRANGEMENT AGREEMENT

THIS ARRANGEMENT AGREEMENT dated August 20, 2026

BETWEEN:

BUNKER HILL MINING CORP., a corporation existing under the laws of Nevada (“Bunker Hill”)

AND:

SILVER47 EXPLORATION CORP., a corporation existing under the laws of British Columbia (“Silver47”)

WHEREAS:

THIS AGREEMENT WITNESSES THAT in consideration of the covenants and agreements herein contained and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the Parties hereto covenant and agree as follows:

Article 1
INTERPRETATION

In this Agreement, unless the context otherwise requires:

“Acquisition Proposal” means, other than the transactions contemplated by this Agreement, any offer, proposal, expression of interest, or inquiry, whether oral or written, from, or public announcement of intention by, any person or group of persons acting jointly or in concert (as such term is defined in NI 62-104) (other than a Party or any of its affiliates) made after the date hereof relating to: (i) any acquisition, sale, disposition, lease, license, joint venture, royalty, stream, long-term supply agreement or other arrangement having the same economic effect as an acquisition, sale or disposition, direct or indirect, of: (a) the assets of a Party and/or one or more of its subsidiaries (including shares of subsidiaries of such Party) that, individually or in the aggregate, constitute 20% or more of the fair market value of the consolidated assets of such Party and its subsidiaries taken as a whole, or which contribute 20% or more of the consolidated revenue of the Party and its subsidiaries, taken as a whole (in each case based upon the most recent publicly available consolidated financial statements of the Party); or (b) 20% or more of any voting or equity securities (and/or securities convertible into, or exchangeable or exercisable for such voting or equity securities) of a Party or any of its subsidiaries whose assets, individually or in the aggregate, constitute 20% or more of the fair market value of the consolidated assets of such Party and its subsidiaries, taken as a whole, or which contribute 20% or more of the consolidated revenue of the Party and its subsidiaries, taken as a whole (in each case based upon the most recent publicly available consolidated financial statements of the Party); (ii) any take-over bid, tender offer, treasury issuance, exchange offer or other offer for any class of voting or equity securities of a Party that, if consummated, would result in such person or group of persons beneficially owning 20% or more of any class of voting or equity securities (and/or securities convertible into, or exchangeable or exercisable for voting or equity securities) of a Party; or (iii) a plan of arrangement, merger, amalgamation, consolidation, share exchange, business combination, reorganization, recapitalization, liquidation, dissolution or other similar transaction involving a Party or any of its subsidiaries whose assets, individually or in the aggregate, constitute 20% or more of the fair market value of the consolidated assets of such Party and its subsidiaries, taken as a whole, or which contribute 20% or more of the consolidated revenue of the Party and its subsidiaries, taken as a whole (in each case based upon the most recent publicly available consolidated financial statements of the Party);

“affiliate” except where otherwise indicated, has the meaning ascribed thereto in NI 45-106, in force as of the date of this Agreement;

“Agreement” means this arrangement agreement, including all schedules annexed hereto, as the same may be amended, supplemented or otherwise modified from time to time in accordance with the terms hereof;

“Arrangement” means the arrangement pursuant to the provisions of Division 5 of Part 9 of the BCBCA on the terms and subject to the conditions set out in the Plan of Arrangement, subject to any amendments or variations thereto in accordance with Section 8.3 hereof, or the Plan of Arrangement, or at the direction of the Court in the Final Order with the prior written consent of each of Bunker Hill and Silver47, all acting reasonably;

“Arrangement Resolution” means the special resolution of the Silver47 Shareholders approving the Arrangement to be considered at the Silver47 Meeting, substantially in the form and content of Schedule B hereto;

“associate” has the meaning ascribed to such term in the Securities Act;

“BCBCA” means the Business Corporations Act (British Columbia);

“BCSC” means the British Columbia Securities Commission;

“Board” means, in respect of Silver47, the Silver47 Board and in respect of Bunker Hill, the Bunker Hill Board;

“Board Recommendation” means, in respect of Silver47, the Silver47 Board Recommendation and, in respect of Bunker Hill, the Bunker Hill Board Recommendation;

“Bunker Hill Benefit Plans” has the meaning ascribed to such term in Section ‎4.1(ii);

“Bunker Hill Board” means the board of directors of Bunker Hill as the same is constituted from time to time;

“Bunker Hill Board Recommendation” has the meaning ascribed to such term in Section ‎2.2(b)(ii);

“Bunker Hill Budget” means the Bunker Hill Budget as disclosed in Schedule 1.1 of the Bunker Hill Disclosure Letter;

“Bunker Hill Charter Amendment Resolution” means the proposal for the Bunker Hill Shareholders to approve the amendment (the “Bunker Hill Charter Amendment”) to the articles of incorporation of Bunker Hill to increase the authorized Bunker Hill Shares from 100,000,000 shares to 400,000,000 shares;

“Bunker Hill Compensation Option Certificates” means the compensation option certificates, as amended, dated September 29, 2025 and March 5, 2026, representing the compensation options previously issued by Bunker Hill;

“Bunker Hill Compensation Options” means the Bunker Hill Share compensation options issued under the terms of the Bunker Hill Compensation Option Certificates;

“Bunker Hill Convertible Debentures” means, collectively, the Series 1 Convertible Debentures, the Series 2 Convertible Debentures, the Series 3 Convertible Debentures, as amended, each as defined in the Bunker Hill Public Disclosure Record;

“Bunker Hill Convertible Securities” means the Bunker Hill Compensation Options, Bunker Hill Options, Bunker Hill Warrants, Bunker Hill DSUs and Bunker Hill RSUs;

“Bunker Hill Data Room Information” means the information contained in the files, reports, data, documents and other materials relating to Bunker Hill and the Bunker Hill Subsidiary as provided in the electronic data rooms hosted by Bunker Hill in connection with the transactions contemplated hereby as of August 19, 2026;

“Bunker Hill Deferred Share Unit Plan” means the deferred share unit plan of Bunker Hill made effective on April 21, 2020;

“Bunker Hill Disclosure Letter” means the disclosure letter executed by Bunker Hill and delivered to Silver47 in connection with the execution of this Agreement;

“Bunker Hill DSU” means a deferred share unit issued pursuant to the Bunker Hill Deferred Share Unit Plan;

“Bunker Hill Expense Reimbursement” has the meaning ascribed to such term in Section ‎7.4.10;

“Bunker Hill Fairness Opinion” has the meaning ascribed to such term in Section ‎2.2(b)(i);

“Bunker Hill Financial Statements” has the meaning ascribed to such term in Section ‎4.1(k);

“Bunker Hill Locked-up Shareholders” means (i) each of the senior officers and directors of Bunker Hill, and (ii) certain other significant securityholders of Bunker Hill, including Teck Resources Limited and Sprott Private Resource Streaming & Royalty Corp.;

“Bunker Hill Material Contracts” has the meaning ascribed to such term in Section 4.1(cc);

“Bunker Hill Material Permits” has the meaning ascribed to such term in Section ‎4.1(dd);

“Bunker Hill Meeting” means the special meeting of the Bunker Hill Shareholders, including any adjournment or postponement thereof, to be called and held to consider and, if thought appropriate, approve the Bunker Hill Resolutions;

“Bunker Hill Options” means the outstanding options to purchase Bunker Hill Shares granted under the Bunker Hill Stock Option Plan;

“Bunker Hill Property” means the Bunker Hill Mine located in Coeur D’Alene Mining District, in the cities of Kellogg and Warnder and in Shoshone County, Idaho, USA, which is comprised and covers, inter alia, Bunker Hill’s and the Bunker Hill Subsidiary’s mining rights, properties and other assets;

“Bunker Hill Proxy Statement” means the notice of the Bunker Hill Meeting and accompanying proxy statement, including all schedules, appendices and exhibits thereto, to be sent to the Bunker Hill Shareholders in connection with the Bunker Hill Meeting, as amended, supplemented or otherwise modified from time to time in accordance with this Agreement;

“Bunker Hill Public Disclosure Record” means all documents and information required to be filed or furnished, as applicable, by Bunker Hill under applicable Securities Laws on SEDAR+ or to the SEC, during the two years prior to the date hereof;

“Bunker Hill Regulatory Authorities” has the meaning ascribed to such term in Section 4.1(hh);

“Bunker Hill Regulatory Authorizations” has the meaning ascribed to such term in Section ‎4.1(hh);

“Bunker Hill Resolutions” means the Bunker Hill Share Issuance Resolution and the Bunker Hill Charter Amendment Resolution;

“Bunker Hill Restricted Share Unit Plan” means the restricted share unit plan of Bunker Hill adopted by the Bunker Hill Shareholders on June 11, 2026, as amended;

“Bunker Hill RSU” means a restricted share unit issued pursuant to the Bunker Hill Restricted Share Unit Plan;

“Bunker Hill Share Issuance Resolution” means the proposal for the Bunker Hill Shareholders to approve the issuance of Bunker Hill Shares in connection with the Arrangement;

“Bunker Hill Shareholder Approval” means, together, (a) the approval of the Bunker Hill Share Issuance Resolution by a simple majority of the votes cast by the Bunker Hill Shareholders present in person or by proxy at the Bunker Hill Meeting, as required by the rules of the TSX and, if applicable, the NYSE American and (b) the approval of the Bunker Hill Charter Amendment Resolution by a majority of the votes entitled to be cast by the Bunker Hill Shareholders at the Bunker Hill Meeting;

“Bunker Hill Shareholders” means the holders of outstanding Bunker Hill Shares;

“Bunker Hill Shares” means the shares of common stock, par value $0.000001 per share, of Bunker Hill;

“Bunker Hill Stock Option Plan” means the amended and restated stock option plan of Bunker Hill adopted by the Bunker Hill Shareholders on June 11, 2026;

“Bunker Hill Subsidiary” means Silver Valley Metals Corp.;

“Bunker Hill Technical Report” means (i) the NI 43-101 amended and restated technical report dated September 30, 2022, entitled “Technical Report and Pre-Feasibility Study for Underground Mining, Milling and Concentration of Lead, Silver and Zinc at the Bunker Hill Mine, Coeur D’Alene Mining District, Shoshone County, Idaho, USA”, effective August 29, 2022, as filed on SEDAR+; and (ii) the S-K 1300 technical report summary dated April 14, 2023, entitled “S-K 1300 Technical Report Summary Bunker Hill Mine Pre-Feasibility Study Coeur D’Alene Mining District Shoshone County, Idaho, USA”, effective August 29, 2022, as filed with the SEC;

“Bunker Hill Termination Fee Event” has the meaning ascribed to such term in Section ‎7.4.6;

“Bunker Hill Third Party Consents and Approvals” means those consents and approvals, other than Regulatory Approvals, required from any third party to proceed with the transactions contemplated by this Agreement and the Plan of Arrangement, as set out in the Bunker Hill Disclosure Letter;

“Bunker Hill Voting Agreements” means the voting agreements (including all amendments thereto) between Silver47 and the Bunker Hill Locked-up Shareholders setting forth the terms and conditions upon which they agree to vote their Bunker Hill Shares in favour of the Bunker Hill Resolutions;

“Bunker Hill Warrant Certificates” means the warrant certificates, dated August 9, 2024, October 1, 2024, November 15, 2024, January 7, 2025, November 21, 2025 and June 5, 2025, representing certain Bunker Hill Warrants;

“Bunker Hill Warrant Indentures” means the warrant indentures, dated June 5, 2025, September 29, 2025 and March 5, 2026, representing certain Bunker Hill Warrants;

“Bunker Hill Warrants” means the Bunker Hill Share purchase warrants issued under the terms of the Bunker Hill Warrant Certificates and Bunker Hill Warrant Indentures;

“Business Day” means any day, other than a Saturday, a Sunday or a statutory or civic holiday in Vancouver, British Columbia or Toronto, Ontario;

“Canadian Securities Laws” means the Securities Act and all other applicable Canadian provincial and territorial securities Laws;

“Change in Recommendation” has the meaning ascribed to such term in Section ‎7.2.1;

“Circular” means, in respect of Silver47, the Silver47 Circular and, in respect of Bunker Hill, the Bunker Hill Proxy Statement;

“Competition Act” shall mean the Competition Act (Canada) and the regulations promulgated thereunder, as amended from time to time;

“Concession” means any mining concession, claim, lease, licence, permit or other right to explore for, exploit, develop, mine or produce minerals or any interest therein which a Party or any of its subsidiaries owns or has a right or option to acquire or use;

“Confidentiality Agreement” means the agreement between Bunker Hill and Silver47 dated February 3, 2026 pursuant to which Bunker Hill has been provided with access to confidential information of Silver47 and Silver47 has been provided with access to confidential information of Bunker Hill;

“Consideration” means the consideration to be received pursuant to the Plan of Arrangement for each Silver47 Share that is issued and outstanding immediately prior to the Effective Time, consisting of the Consideration Shares;

“Consideration Shares” means the Bunker Hill Shares to be issued to the Silver47 Securityholders pursuant to the Arrangement;

“Contract” means any contract, agreement, license, franchise, lease, arrangement or other right or obligation to which Silver47 or Bunker Hill or any of their respective subsidiaries is a party or by which Silver47 or Bunker Hill or any of their respective subsidiaries is bound or affected or to which any of their respective properties or assets is subject;

“Corrupt Practices Laws” means the United States Foreign Corrupt Practices Act of 1977, as amended (15 U.S.C. §§ 78dd-1, et seq.) and the Corruption of Foreign Public Officials Act (Canada) (and the regulations promulgated thereunder), or any applicable anti-bribery and anti-corruption Laws;

“Court” means the Supreme Court of British Columbia;

“DC&P” has the meaning ascribed to such term in Section ‎3.1(n);

“Depositary” means any trust company, bank or financial institution agreed to in writing between Bunker Hill and Silver47 (each acting reasonably) to act as depositary in relation to the Arrangement;

“Effective Date” has the meaning ascribed thereto in Section 1.1 of the Plan of Arrangement;

“Effective Time” means 12:01 a.m. (Vancouver time) on the Effective Date, unless a different time on the Effective Date is agreed to by the Parties and set out in an instrument in writing for that purpose that is executed by the Parties;

“Environment” means the air, water (surface or ground water), land (including the surface soils and surficial materials) and all living organisms and the interacting natural systems that include components of the air, land, water and inorganic matters and living organisms, and the environment or natural environment as defined in any Environmental Law, and “Environmental” shall have a corresponding meaning;

“Environmental Laws” means all applicable federal, provincial, state, local and foreign Laws, imposing liability or standards of conduct for, or relating to, the regulation of activities or Hazardous Substances in connection with, or for, or to, the protection of human health and safety, as either relate to exposure to Hazardous Substances, the Environment or the conservation of use and protection of natural resources;

“Environmental Liabilities” means, with respect to any person, all liabilities, remedial, rehabilitation, closure, and removal costs, investigation costs, capital costs, operation and maintenance costs, losses, damages, (including punitive damages, property damages, consequential damages, environmental damages, and treble damages), costs and expenses, fines, penalties, cost of environmental compensation and sanctions incurred as a result of, or related to, any claim, suit, action, administrative order, closure plan, investigation, proceeding or demand by any person, whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law arising under, or related to, any Environmental Laws, Environmental Permits, or in connection with any Release or threatened Release whether on, at, in, under, from or about or in the vicinity of any real or personal property;

“Environmental Permits” means all permits, waivers, consents, regulatory agreements, licenses, written authorizations, concessions, certificates, approvals, program participation requirements, sign-offs or registrations required by or available with or from any Governmental Entity under any Environmental Laws;

“Exchange Ratio” means 0.1724 of a Bunker Hill Share for each Silver47 Share;

“Exchanges” means the TSX and the TSXV and, if the Bunker Hill Shares are listed on the NYSE American at the relevant time, the NYSE American;

“Final Order” means the final order of the Court, after being informed of the intention to rely upon the exemption from the registration requirements under Section 3(a)(10) of the U.S. Securities Act with respect to the issuance of the Consideration Shares and the Replacement Convertible Securities pursuant to the Arrangement, made pursuant to Section 291(4) of the BCBCA, approving the Arrangement, in form and substance acceptable to Silver47 and Bunker Hill, each acting reasonably, after a hearing upon the procedural and substantive fairness of the terms and conditions of the Arrangement, as such order may be affirmed, amended, modified, supplemented or varied by the Court at any time prior to the Effective Date (provided that any such amendment, modification, supplementation or variation is acceptable to each of Silver47 and Bunker Hill, each acting reasonably), or, if appealed, then, as affirmed or as amended on appeal (provided that any such amendment is acceptable to each of Silver47 and Bunker Hill, each acting reasonably) unless such appeal is withdrawn, abandoned or denied;

“Government Official” means (i) any official, employee, agent or representative of, or any person acting in an official capacity for or on behalf of, any Governmental Entity, (ii) any official, employee, agent or representative of, or any person acting in an official capacity for or on behalf of, a company, business, enterprise or other entity owned, in whole or in part, or controlled by any Governmental Entity or (iii) any official, employee, agent or representative of, or any person acting in an official capacity for or on behalf of, a public international organization;

“Governmental Entity” means: (a) any multinational, federal, provincial, state, regional, municipal, local or other government, governmental or public department, central bank, court, tribunal, arbitral body, commission, board, bureau or agency, domestic or foreign; (b) any subdivision, agent, commission, bureau, board or authority of any of the foregoing; (c) any quasi-governmental or private body, including any tribunal, commission, regulatory agency or self-regulatory organization, exercising any regulatory, expropriation or taxing authority under or for the account of any of the foregoing; (d) any stock exchange, including the Exchanges; or (e) any government-run, government-owned, or government-controlled entity;

“Hazardous Substance” means any solid, liquid, gas, substance, radiation, vibration, heat, or material, including constituent components, such as a pollutant, contaminant, waste, chemical, toxic, flammable, explosive, infectious, radioactive, ignitable, corrosive, tailings, reactive, dangerous, designated, residual or otherwise hazardous or deleterious substance, as each may be regulated, identified, or defined under any Environmental Laws;

“IAS 34” has the meaning ascribed to such term in Section ‎3.1(m);

“ICFR” has the meaning ascribed to such term in Section ‎3.1(n);

“IFRS” means International Financial Reporting Standards, at the relevant time, prepared on a consistent basis;

“including” means including without limitation, and “include” and “includes” each have a corresponding meaning;

“Intellectual Property” means any licenses for or other rights to use, any inventions, patent applications, patents, trade-marks (both registered and unregistered), trade names, copyrights, trade secrets and other proprietary information of a Party or a subsidiary;

“Interim Order” means the interim order of the Court, after being informed of the intention to rely upon the exemption from the registration requirements under Section 3(a)(10) of the U.S. Securities Act with respect to the issuance of the Consideration Shares and the Replacement Convertible Securities pursuant to the Arrangement, made pursuant to Section 291(2) of the BCBCA, following the application contemplated by Section ‎2.3(a) hereof, in form and substance acceptable to each of Silver47 and Bunker Hill, each acting reasonably, providing for, among other things, declarations and directions in respect of the notice to be given in respect of, and the calling and holding of the Silver47 Meeting, as the same may be affirmed, amended, modified, supplemented or varied by the Court (with the consent of Silver47 and Bunker Hill, each acting reasonably);

“International Trade Laws” means any of the following: (a) any Laws concerning the importation of merchandise and other items (including technology, services, and software), including but not limited to those administered by U.S. Customs and Border Protection, (b) any Laws concerning the exportation or re-exportation of items (including technology, services, and software), including but not limited to those administered by Canada, the United States, the European Union, the United Kingdom, or any other applicable export controls regime, or (c) any Sanctions Laws;

“Law” or “Laws” means all laws (including common law), by-laws, statutes, rules, regulations, principles of law and equity, orders, rulings, ordinances, judgments, injunctions, determinations, awards, decrees or other requirements, whether domestic or foreign, and the terms and conditions of any grant of approval, permission, authority or license of any Governmental Entity or self-regulatory authority (including the Exchanges), and the term “applicable” with respect to such Laws and in a context that refers to one or more Parties, means such Laws as are applicable to such Party or its business, undertaking, property or securities and emanate from a person having jurisdiction over the Party or Parties or its or their business, undertaking, property or securities;

“Liens” means any hypothecs, mortgages, pledges, assignments, liens, charges, security interests, encumbrances and adverse rights or claims, whether contingent or absolute, and any agreement, option, right or privilege (whether by Law, contract or otherwise) capable of becoming any of the foregoing, other than Permitted Liens;

“Material Adverse Effect” means in respect of Silver47 or Bunker Hill, as applicable, any change, effect, event, occurrence or state of facts that either individually or in the aggregate with other such changes, effects, events, occurrences or states of fact, is, or would reasonably be expected to be, material and adverse to the business, operations, results of operations, assets, properties, financial condition or liabilities of that person and its subsidiaries, on a consolidated basis, except any change, effect, event, occurrence or state of facts resulting from or relating to: (i) the execution, announcement or performance of this Agreement or the consummation of the transactions contemplated hereby (including the impact of any of the foregoing on the relationships, contractual or otherwise, of such Party with its customers, suppliers, service providers and employees); (ii) changes in general economic, securities, financial, banking or currency exchange markets including, without limitation, the imposition or adjustment of tariffs provided that such changes do not have a materially disproportionate effect on that person relative to comparable silver mining companies; (iii) any change in IFRS, U.S. GAAP or changes in applicable regulatory accounting requirements applicable to the industries in which such Party conducts business, or that results from any action taken for the purpose of complying with any of the foregoing; (iv) any natural disaster provided that it does not have a materially disproportionate effect on that person relative to comparable silver mining companies; (v) changes or developments affecting the silver mining industry generally or silver prices (on a current or forward basis), provided that such changes do not have a materially disproportionate effect on that person relative to comparable silver mining companies; (vi) generally applicable changes in applicable Law provided that it does not have a materially disproportionate effect on that person relative to comparable silver mining companies; (vii) the commencement or continuation of any war, armed hostilities or acts of terrorism provided that it does not have a materially disproportionate effect on that person relative to comparable silver mining companies; (viii) changes in political or civil conditions in any jurisdiction in which such person’s assets and/or its business and operations are located provided that such changes do not have a materially disproportionate effect on that person relative to comparable silver mining companies; (ix) any change or development in political policy conditions in Canada or the U.S. provided that it does not have a materially disproportionate effect on that person relative to comparable silver mining companies; (x) any decrease in the market price or any decline in the trading volume of that person’s common shares on the Exchanges (it being understood that the causes underlying such change in market price or trading volume (other than those in items (i) to (ix) above) may be taken into account in determining whether a Material Adverse Effect has occurred); and (xi) any actions taken or omitted to be taken by such person pursuant to this Agreement to obtain any approvals, consents, registrations, permits, or authorizations for the completion of the transactions contemplated by this Agreement; provided, however, that references in certain sections of this Agreement to dollar amounts are not intended to be, and shall not be deemed to be, illustrative or interpretive for purposes of determining whether a Material Adverse Effect has occurred;

“Material Contract” means, in respect of any person, any Contract entered into outside the ordinary course of business of such person (except for any earn-in, option, joint venture or similar agreement not relating to the Bunker Hill Property or the Silver47 Properties, as applicable) to which such person is party: (i) that if terminated or modified or if it ceased to be in effect, would reasonably be expected to have a Material Adverse Effect; (ii) under which such person or any of its subsidiaries has directly or indirectly guaranteed any liabilities or obligations of a third party (other than ordinary course endorsements for collection) in excess of $2,000,000 in the aggregate; (iii) relating to indebtedness for borrowed money, whether incurred, assumed, guaranteed or secured by any asset, with an outstanding principal amount in excess of $2,000,000; (iv) providing for the establishment, organization or formation of any joint venture that is material to it; (v) under which such person or any of its subsidiaries is obligated to make or expects to receive payments in excess of $1,000,000 over the remaining term of the Contract; (vi) that limits or restricts such person or any of its subsidiaries from engaging in any line of business or any geographic area in any material respect; or (vii) that is otherwise material to such person and its subsidiaries, considered as a whole; and, for greater certainty, with respect to Silver47, includes the Material Contracts listed in Schedule ‎3.1(ee) of the Silver47 Disclosure Letter and, with respect to Bunker Hill, includes the Material Contracts listed in Schedule ‎4.1(cc) of the Bunker Hill Disclosure Letter;

“Material Employees” means senior management and executive officers as set out in the Bunker Hill Disclosure Letter and the Silver47 Disclosure Letter, as applicable;

“material fact” has the meaning ascribed to such term in the Securities Act provided, that with respect to any documents filed or furnished by Bunker Hill or Silver47 with or to the SEC, “material fact” means a fact that is “material”, where “material” has the meaning ascribed thereto under the U.S. Exchange Act;

“MI 61-101” means Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions of the Canadian Securities Administrators;

“NI 43-101” means National Instrument 43-101 – Standards of Disclosure for Mineral Projects of the Canadian Securities Administrators;

“NI 45-106” means National Instrument 45-106 – Prospectus Exemptions of the Canadian Securities Administrators;

“NI 54-101” means National Instrument 54-101 – Communication with Beneficial Owners of Securities of a Reporting Issuer;

“NI 62-104” means National Instrument 62-104 – Takeover Bids and Issuer Bids;

“NYSE American” shall mean the NYSE American LLC;

“OFAC” means the U.S. Department of the Treasury Office of Foreign Assets Control;

“ordinary course of business”, “ordinary course of business consistent with past practice”, or any similar reference, means, with respect to an action taken by a person, that such action is consistent with the past practices of such person and is taken in the ordinary course of the normal day-to-day business and operations of such person; provided that in any event such action is not unreasonable or unusual;

“Outside Date” means January 31, 2027 or such later date as may be agreed to by the Parties and set out in an instrument in writing for that purpose that is executed by the Parties;

“Party” means any of Silver47 or Bunker Hill, as the case may be, and “Parties” means each of them, as applicable;

“Permit” means any license, permit, certificate, consent, order, grant, approval, classification, registration or other authorization of and from any Governmental Entity;

“Permitted Liens” means, with respect to Silver47, the Permitted Liens identified in the Silver47 Disclosure Letter and, with respect to Bunker Hill, the Permitted Liens identified in the Bunker Hill Disclosure Letter;

“person” includes an individual, partnership, association, body corporate, trustee, executor, administrator, legal representative, government (including any Governmental Entity) or any other entity, whether or not having legal status;

“Plan of Arrangement” means the plan of arrangement, substantially in the form of Schedule A hereto, and any amendments or variations thereto made in accordance with Section ‎(ii) hereof or the Plan of Arrangement or at the direction of the Court (with the prior written consent of each of Silver47 and Bunker Hill, each acting reasonably);

“Qualified Person” shall have the meaning ascribed to such term in NI 43-101, in respect of any technical information prepared in accordance with or required to comply with NI 43-101, and the meaning ascribed to such term in S-K 1300, in respect of any technical information prepared in accordance with or required to comply with S-K 1300;

“Receiving Party” has the meaning ascribed to such term in Section ‎7.3.1(a);

“Regulatory Approvals” means the sanctions, rulings, consents, orders, exemptions, permits, waivers, early termination authorizations, clearances, written confirmations of no intention to initiate legal proceedings and other approvals (including the lapse, without objection, of a prescribed time under a statute or regulation that states that a transaction may be implemented if a prescribed time lapses following the giving of notice without an objection being made) of Governmental Entities described in Schedule C attached hereto;

“Release” means any release, spill, emission, leaking, pumping, pouring, emitting, emptying, escape, injection, deposit, disposal, discharge, dispersal, dumping or leaching of Hazardous Substance into the Environment;

“Replacement Convertible Securities” means (i) the Replacement Options and (ii) the Replacement Warrants;

“Replacement Options” has the meaning given thereto in the Plan of Arrangement;

“Replacement Warrants” has the meaning given thereto in the Plan of Arrangement;

“Representatives” has the meaning ascribed to such term in Section ‎7.2.1;

“Research Capital” means Research Capital Corporation;

“Responding Party” has the meaning ascribed to such term in Section ‎7.3.1(a);

“Response Period” has the meaning ascribed to such term in Section ‎7.3.1(b);

“Returns” means all reports, forms, elections, declarations, designations, notices, filings, information statements, returns and other documents, including any amended filings, schedules, attachments, supplements, appendices and exhibits thereto, that are filed or required to be filed with any Governmental Entity in connection with any Taxes, and whether in tangible or electronic form;

“S-K 1300” means Subpart 1300 of Regulation S-K under the U.S. Exchange Act and Item 601(b)(96) of Regulation S-K under the U.S. Exchange Act;

“Sanctioned Country” means any country or territory which is itself the subject or target of any country-wide or territory-wide Sanctions Laws;

“Sanctioned Person” means, at any time, any person that is the target of Sanctions Laws, including (a) the government or government agency of a Sanctioned Country; (b) any person domiciled, organized or resident under the laws of, or determined to be resident in, a Sanctioned Country; (c) any person identified in any Sanctions Laws-related list of listed, designated, blocked or denied persons maintained by the United States (including OFAC and the United States Department of State), Canada (including Global Affairs Canada and Public Safety Canada), the United Kingdom (including His Majesty’s Treasury), United Nations Security Council, the European Union, or any European Union member state; or (d) any person directly or indirectly owned (50% or more) or Controlled by, or acting for or on behalf of, or at the direction of, any such person or persons described in the foregoing clauses (a), (b) or (c). For purposes of the definition of this definition, “Control” means that (a) a person holds, directly or indirectly, 50% or more of the shares or ownership interests in the entity or 50% or more of the voting rights in the entity, (b) a person is able, directly or indirectly, to (i) appoint or remove, or has appointed or removed, a majority of the members of the entity’s board of directors or similar governing body, (ii) alter the powers of the entity’s board of directors or similar governing body, or (iii) for purposes of the Special Economic Measures Act (Canada) only, change the composition or powers of the entity’s board of directors or (c) it is reasonable to conclude, having regard to all the circumstances, that a person is able, directly or indirectly and through any means, to direct the entity’s activities;

“Sanctions Laws” means any economic sanctions administered by Canada, including but not limited to the Special Economic Measures Act (Canada) (and the regulations promulgated thereunder), the United Nations Act (Canada) (and the regulations promulgated thereunder), the Criminal Code (Canada) (and the regulations promulgated thereunder), the Freezing Assets of Corrupt Foreign Officials Act (Canada) (and the regulations promulgated thereunder), or the Justice for Victims of Corrupt Foreign Officials Act (Canada) (and the regulations promulgated thereunder), the United States, including but not limited to the OFAC or the U.S. State Department, the United Nations, the European Union, the United Kingdom, or any other applicable economic sanctions regimes;

“Schedule 14A” means Schedule 14A under the U.S. Exchange Act;

“SEC” means the United States Securities and Exchange Commission;

“SEC Clearance” means the earliest of (a) confirmation from the SEC that the Bunker Hill Proxy Statement is not to be reviewed by the SEC, (b) if Bunker Hill has not otherwise been informed by the SEC that the SEC intends to review the Bunker Hill Proxy Statement, the 11th calendar day immediately following the date of filing of the preliminary Bunker Hill Proxy Statement with the SEC and (c) if Bunker Hill receives comments from the SEC with respect to the Bunker Hill Proxy Statement, confirmation from the SEC that it has no further comments on the Bunker Hill Proxy Statement;

“Section 3(a)(10) Exemption” means the exemption from the registration requirements of the U.S. Securities Act provided by Section 3(a)(10) thereof;

“Securities Act” means the Securities Act (British Columbia) and the rules, regulations and published policies made thereunder, as now in effect and as they may be promulgated or amended from time to time;

“Securities Authorities” means the BCSC and the applicable securities commissions and other securities regulatory authorities in each of the other provinces and territories of Canada, or the United States, or any state or other jurisdiction in the United States, including the SEC;

“Securities Laws” means collectively, the Canadian Securities Laws and the U.S. Securities Laws;

“SEDAR+” means the System for Electronic Data Analysis and Retrieval+ described in National Instrument 13-101 – System for Electronic Document Analysis and Retrieval of the Canadian Securities Administrators and available for public view at www.sedarplus.ca;

“Silver47” has the meaning ascribed to such term in the recitals;

“Silver47 Advisory Warrant Certificates” means the warrant certificates, as amended, each dated January 14, 2026, September 16, 2025, August 1, 2025 and November 1, 2024;

“Silver47 Advisory Warrants” means Silver47 Share purchase warrants issued under the terms of the Silver47 Advisory Warrant Certificates;

“Silver47 Benefit Plans” has the meaning ascribed to such term in Section ‎3.1(kk)(i);

“Silver47 Board” means the board of directors of Silver47 as constituted from time to time;

“Silver47 Board Recommendation” has the meaning ascribed to such term in Section ‎2.2(a)(ii);

“Silver47 Broker Warrant Certificates” means the warrant certificates, as amended, each dated January 14, 2026, September 16, 2026, August 1, 2025 and November 1, 2024;

“Silver47 Broker Warrants” means Silver47 Share purchase warrants issued under the terms of the Silver47 Broker Warrant Certificates;

“Silver47 Circular” means the notice of the Silver47 Meeting and accompanying management information circular (including all schedules, appendices and exhibits thereto, and information incorporated by reference therein) to be sent to the Silver47 Shareholders in connection with the Silver47 Meeting, including any amendments or supplements thereto;

“Silver47 Convertible Securities” means Silver47 Options, Silver47 Warrants, Silver47 Advisory Warrants, Silver47 Broker Warrants, Silver47 Finder Warrants, Silver47 Restricted Warrants, Silver47 Unrestricted Warrants and Silver47 RSUs;

“Silver47 Data Room Information” means the information contained in the files, reports, data, documents and other materials relating to Silver47 and the Silver47 Subsidiaries as provided in the electronic data rooms hosted by Silver47 in connection with the transactions contemplated hereby as of August 19, 2026;

“Silver47 Director Nominees” has the meaning ascribed to such term in Section ‎5.4(g);

“Silver47 Disclosure Letter” means the disclosure letter dated the date hereof regarding this Agreement that has been executed by Silver47 and delivered to Bunker Hill concurrently with the execution of this Agreement;

“Silver47 Dissent Rights” means the rights of dissent exercisable by registered Silver47 Shareholders as of the record date of the Silver47 Meeting, in respect of the Arrangement, as described in Section 4.1 of the Plan of Arrangement;

“Silver47 Expense Reimbursement” has the meaning ascribed to such term in Section ‎7.4.9;

“Silver47 Fairness Opinion” has the meaning ascribed to such term in Section ‎2.2(a)(i);

“Silver47 Financial Statements” has the meaning ascribed to such term in Section ‎3.1(m);

“Silver47 Finder Warrant Certificates” means the warrant certificates, as amended, each dated January 14, 2026, April 4, 2025, April 2, 2025, March 21, 2025, March 12, 2025, March 5, 2025, November 1, 2024, June 6, 2024, June 2, 2024, June 28, 2022, and certain other finder warrant certificates issued in 2022;

“Silver47 Finder Warrants” means Silver47 Share purchase warrants issued under the terms of the Silver47 Finder Warrant Certificates;

“Silver47 Incentive Securities” means Silver47 Options and Silver47 RSUs;

“Silver47 Locked-up Shareholders” means (i) each of the senior officers and directors of Silver47, and (ii) certain other significant Silver47 Securityholders agreed to between Silver47 and Bunker Hill;

“Silver47 Material Contracts” has the meaning ascribed to such term in Section ‎3.1(ee);

“Silver47 Material Permits” has the meaning ascribed to such term in Section ‎3.1(ff);

“Silver47 Material Properties” means the following mineral property interests of Silver47:

(a) those patented and unpatented lode claims comprising the “The Hughes Silver- Gold Property” located in Nye County in Nevada, U.S.; and

(b) those patented and unpatented lode claims comprising the “Mogollon Silver-Gold Property” located in Catron County in New Mexico, U.S.;

“Silver47 Material Subsidiaries” means those subsidiaries of Silver47 described in Schedule ‎3.1(c)(i) of the Silver47 Disclosure Letter as being Material Subsidiaries of Silver47;

“Silver47 Meeting” means the special meeting of the Silver47 Shareholders, including any adjournment or postponement thereof, to be called and held in accordance with the Interim Order for the purpose of considering and, if thought advisable, approving the Arrangement Resolution and for any other purpose as may be set out in the Silver47 Circular;

“Silver47 Omnibus Incentive Plan” means the omnibus incentive plan of Silver47 adopted by the board of directors of Silver47 on December 8, 2025 and approved by Silver47 Shareholders on January 21, 2026, being the effective date of the plan;

“Silver47 Options” means options to acquire Silver47 Shares granted pursuant to or otherwise subject to the Silver47 Omnibus Incentive Plan or the Summa Silver Option Plan;

“Silver47 Properties” means the Red Mountain Property, the Hughes Property, the Mogollon Property, the Kennedy Property, the Adams Plateau Property and the Michelle Property, each as more particularly described in the Silver47 Public Disclosure Record;

“Silver47 Public Disclosure Record” means all documents and information required to be filed or furnished, as applicable, by Silver47 under applicable Securities Laws on SEDAR+ during the two years prior to the date hereof;

“Silver47 Regulatory Authorities” has the meaning ascribed to such term in Section ‎3.1(jj);

“Silver47 Regulatory Authorizations” has the meaning ascribed to such term in Section ‎3.1(jj);

“Silver47 Restricted Warrant Certificates” means the warrant certificates, as amended, each dated November 1, 2024;

“Silver47 Restricted Warrants” means Silver47 Share purchase warrants issued under the terms of the Silver47 Restricted Warrant Certificates;

“Silver47 RSU” means a restricted share unit issued pursuant to the Silver47 Omnibus Incentive Plan;

“Silver47 Securityholders” means holders of the Silver47 Shares, Silver47 Options, Silver47 RSUs, Silver47 Warrants, Silver47 Advisory Warrants, Silver47 Broker Warrants, Silver47 Finder Warrants, Silver47 Restricted Warrants and Silver47 Unrestricted Warrants;

“Silver47 Shareholders” means the holders of the Silver47 Shares;

“Silver47 Shares” means the common shares in the capital of Silver47;

“Silver47 Subsidiaries” has the meaning ascribed to such term in Section ‎3.1(c)(i);

“Silver47 Technical Reports” means, collectively (i) the technical reports prepared for Silver47 entitled “Technical Report on the Red Mountain VMS Property, Bonnifield Mining District, Alaska, USA” dated June 28, 2024 with an effective date of January 12, 2024, (ii) the technical report prepared for Silver47 entitled “Technical Report and Mineral Resource Estimate For The Hughes Silver-Gold Property, Nye County, Nevada, USA” dated March 3, 2025, with an effective date of October 22, 2024, and (iii) the technical report prepared for Silver47 entitled “NI 43-101 Technical Report on Mineral Resources at the Mogollon Silver-Gold Property, Catron County, New Mexico, USA” dated March 2, 2025, with an effective date of November 22, 2024.

“Silver47 Termination Fee Event” has the meaning ascribed to such term in Section ‎7.4.5;

“Silver47 Third Party Consents and Approvals” means those consents and approvals, other than Regulatory Approvals, required from any third party to proceed with the transactions contemplated by this Agreement and the Plan of Arrangement, as set out in the Silver47 Disclosure Letter;

“Silver47 Unrestricted Warrant Certificates” means the warrant certificates, as amended, each dated November 1, 2024;

“Silver47 Unrestricted Warrants” means Silver47 Share purchase warrants issued under the terms of the Silver47 Unrestricted Warrant Certificates;

“Silver47 Voting Agreements” means the voting agreements (including all amendments thereto) between Bunker Hill and the Silver47 Locked-up Shareholders setting forth the terms and conditions upon which they agree to vote their Silver47 Shares in favour of the Arrangement Resolution;

“Silver47 Warrant Certificates” means the warrant certificates, as amended, each dated July 8, 2021, June 28, 2022, November 28, 2022, June 2, 2024, June 6, 2024, November 1, 2024, November 6, 2024, March 5, 2025, March 12, 2025, March 21, 2025, April 2, 2025, April 4, 2025, August 1, 2025, September 16, 2025, January 14, 2026 and February 17, 2026;

“Silver47 Warrant Indentures” means the warrant indentures, as amended, each dated November 1, 2024, June 17, 2025, August 1, 2025, September 16, 2025, and January 14, 2026;

“Silver47 Warrants” means Silver47 Share purchase warrants issued under the terms of the Silver47 Warrant Certificates and Silver47 Warrant Indentures;

“Sprott Investor Rights Agreement” means the investor rights agreement dated June 5, 2025, between Bunker Hill and an affiliate of Sprott Private Resource Streaming & Royalty Corp.;

“subsidiary” means, with respect to a specified body corporate, any body corporate of which more than 50% of the outstanding shares ordinarily entitled to elect a majority of the board of directors thereof (whether or not shares of any other class or classes shall or might be entitled to vote upon the happening of any event or contingency) are at the time owned directly or indirectly by such specified body corporate and shall include any body corporate, partnership, joint venture or other entity over which such specified body corporate exercises direction or control or which is in a like relation to a subsidiary;

“Summa Silver” means Summa Silver Corp.;

“Summa Silver Option Plan” means the stock option plan of Summa Silver adopted by the board of directors of Summa Silver on February 5, 2024, and approved by the shareholders of Summa Silver on March 26, 2024, being the effective date of the plan;

“Superior Proposal” means any bona fide, unsolicited, written Acquisition Proposal made by a third party or third parties acting jointly or in concert with one another after the date of this Agreement that relates to the acquisition of 100% of the outstanding voting shares of a Party (the “Target”) (other than voting shares owned by the person making the Superior Proposal) or all or substantially all of the consolidated assets of the Target and its subsidiaries, taken as a whole that is not obtained in violation of this Agreement, or any agreement between the person making such Superior Proposal and the Target; and (i) complies with all applicable Laws; (ii) that is reasonably capable of being completed without undue delay, taking into account all financial, legal, regulatory and other aspects of such proposal and the person making such proposal; (iii) that, in the case of an Acquisition Proposal to acquire 100% of the outstanding voting shares of the Target, is made available to all shareholders of the Target on the same terms and conditions; (iv) that is not subject to a due diligence or access condition (but, for greater certainty, may include a customary access covenant); (v) that is not subject to a financing condition; (vi) in respect of which the Target’s board of directors determines, in its good faith judgment, after receiving the advice of its outside legal and financial advisors, that having regard for all of its terms and conditions, and such other factors deemed to be relevant by the board of directors of the Target, including certainty of financing, likelihood of obtaining regulatory approvals and the expected timing and likelihood of consummation, such Acquisition Proposal, would, if consummated in accordance with its terms, result in a transaction more favourable to the holders of its voting shares from a financial point of view than the Arrangement; and (vii) the Target has sufficient financial resources available to pay or has made arrangements to pay any Termination Fee payable pursuant to the terms hereof in accordance with the terms hereof;

“Superior Proposal Agreement” has the meaning ascribed to such term in Section ‎7.3.1;

“Supplemental Warrant Certificates” means supplemental certificates, or other appropriate instruments evidencing adjustments to the Silver47 Warrants, to be entered into by Bunker Hill in connection with the Silver47 Warrants;

“Supplemental Warrant Indentures” means supplemental indentures, or other appropriate instruments evidencing adjustments to the Silver47 Warrants, to be entered into by Bunker Hill in connection with the Silver47 Warrants;

“Tax Act” means the Income Tax Act (Canada) and the regulations promulgated thereunder, as amended from time to time;

“Taxes” means, with respect to any person, all supranational, national, federal, provincial, state, local or other taxes, including income taxes, branch taxes, profits taxes, capital gains taxes, gross receipts taxes, digital services taxes, windfall profits taxes, value added taxes, severance taxes, ad valorem taxes, property taxes, capital taxes, net worth taxes, production taxes, sales taxes, use taxes, licence taxes, excise taxes, franchise taxes, environmental taxes, ecological taxes, transfer taxes, withholding or similar taxes, payroll taxes, employment taxes, employer health taxes, government pension plan premiums and contributions, social security premiums, workers’ compensation premiums, employment/unemployment insurance or compensation premiums and contributions, stamp taxes, occupation taxes, premium taxes, alternative or add-on minimum taxes, global minimum or “Pillar 2” taxes, goods and services taxes, harmonized sales taxes, mining duties (whether assessed on explored or exploited surface area, related to mining or non-mining activities, based on sales, profits, production, volume or otherwise measured in any manner under applicable Law), contributions, duties, government charges or fees, tariffs, customs duties, surtaxes or other taxes of any kind whatsoever imposed or charged by any Governmental Entity, any requirement to pay or repay any amount to a Governmental Entity in respect of a tax credit, refund, rebate, governmental grant or subsidy, overpayment, or similar adjustment of Taxes, and any instalments in respect thereof, together with any interest, penalties, or additions with respect thereto and any interest in respect of such additions or penalties, and whether disputed or not, and “Tax” means any one of such Taxes;

“Teck Investor Rights Agreement” means the investor rights agreement dated June 5, 2025, between Bunker Hill and Teck Resources Limited;

“Termination Fee” has the meaning ascribed to such term in Section ‎7.4.4;

“Third Party Consents and Approvals” means the Silver47 Third Party Consents and Approvals and the Bunker Hill Third Party Consents and Approvals;

“Title Opinions” means title opinions in respect of the Silver47 Material Properties;

“Transaction Personal Information” has the meaning ascribed to such term in Section ‎9.1;

“Transmittal Letter” means the letter of transmittal sent to holders of Silver47 Shares for use in connection with the Arrangement;

“Treasury Regulations” means the U.S. Treasury Regulations promulgated under the Code;

“TSX” means the Toronto Stock Exchange;

“TSXV” means the TSX Venture Exchange;

“U.S. Exchange Act” means the United States Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder;

“U.S. GAAP” means generally accepted accounting principles in the United States.

“U.S. Investment Company Act” means the United States Investment Company Act of 1940, as amended, and the rules and regulations promulgated thereunder;

“U.S. Securities Act” means the United States Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder;

“U.S. Securities Laws” means the U.S. Exchange Act, the U.S. Securities Act and all other applicable U.S. federal securities laws;

“U.S. Tax Code” means the United States Internal Revenue Code of 1986, as amended, and the rules and regulations promulgated thereunder; and

“United States” means the United States of America, its territories and possessions, any State of the United States and the District of Columbia.

The division of this Agreement into Articles, Sections, subsections, paragraphs and Schedules, and the insertion of headings are for convenience of reference only and shall not affect in any way the meaning or interpretation of this Agreement. Unless the contrary intention appears, references in this Agreement to an Article, Section, subsection, paragraph or Schedule by number or letter or both refer to the Article, Section, subsection, paragraph or Schedule, respectively, bearing that designation in this Agreement.

In this Agreement, unless the contrary intention appears, words importing the singular include the plural and vice versa, and words importing gender include all genders.

If the date on which any action is required to be taken hereunder by a Party is not a Business Day, such action shall be required to be taken on the next succeeding day which is a Business Day.

Unless otherwise stated, all references in this Agreement to sums of money are expressed in lawful money of the United States and “$” refers to United States dollars.

Unless otherwise stated, all accounting terms used in this Agreement shall have the meanings attributable thereto under IFRS and all determinations of an accounting nature required to be made shall be made in a manner consistent with IFRS, consistently applied.

In this Agreement, references to “the knowledge of Silver47” means the actual knowledge of the Executive Chairman, Chief Executive Officer, and Chief Financial Officer, in each case after reasonable enquiry within Silver47 and the Silver47 Material Subsidiaries and references to “the knowledge of Bunker Hill” means the actual knowledge of the Executive Chairman, Chief Executive Officer, and Chief Financial Officer, in each case after reasonable enquiry within Bunker Hill and the Bunker Hill Subsidiary.

The following Schedules are annexed to this Agreement and are incorporated by reference into this Agreement and form a part hereof:

Article 2
THE ARRANGEMENT

Silver47 shall apply to the Court, in a manner acceptable to Bunker Hill, acting reasonably, pursuant to Section 291 of the BCBCA and, in cooperation with Bunker Hill to schedule the Interim Order hearing with the Court for a date that is (i) if Bunker Hill files or is required to file a Schedule 14A proxy statement with the SEC in connection with the Bunker Hill Meeting, on or about the 15th calendar day immediately following the date of filing of the preliminary Bunker Hill Proxy Statement with the SEC; provided that Silver47 shall reschedule such hearing if the SEC Clearance is not obtained (or not obtainable) by the third Business Day prior to the date of the hearing; provided further that in the event such hearing is rescheduled, Silver47 shall use commercially reasonable efforts to reschedule such hearing to occur as soon as reasonably practicable following the receipt of SEC Clearance or (ii) if Bunker Hill does not file and is not required to file a Schedule 14A proxy statement with the SEC in connection with the Bunker Hill Meeting, on or before November 15, 2026, in each case subject to the availability of the Court and subject to and in accordance with the requirements of NI 54-101 with respect to the Silver47 Meeting. Silver47 shall prepare, file and diligently pursue an application to the Court for the Interim Order and Final Order, as follows:

Subject to receipt of the Interim Order and the terms of this Agreement:

Subject to the terms of this Agreement:

Bunker Hill may, at any time, directly or through a soliciting dealer or proxy solicitation agent, actively solicit proxies in favour of the Arrangement Resolution. Silver47 may, at any time, directly or through a soliciting dealer or proxy solicitation agent, actively solicit proxies in favour of the Bunker Hill Resolutions.

If: (i) the Interim Order is obtained; (ii) the Silver47 Shareholder Approval is obtained at the Silver47 Meeting by the Silver47 Shareholders as provided for in the Interim Order; and (iii) the Bunker Hill Shareholder Approval is obtained, subject to the terms of this Agreement, Silver47 shall as soon as reasonably practicable thereafter and in any event within four Business Days following obtaining the Silver47 Shareholder Approval at the Silver47 Meeting, take all steps necessary or desirable to submit the Arrangement to the Court and diligently pursue an application for the Final Order pursuant to Section 291(4) of the BCBCA, which shall be in form and substance satisfactory to Silver47 and Bunker Hill, each acting reasonably.

Subject to the terms of this Agreement, Silver47 will diligently pursue both the Interim Order and the Final Order, and Bunker Hill will cooperate with, assist and consent to Silver47 seeking the Interim Order and the Final Order, including by providing Silver47 on a timely basis information reasonably required to be supplied by Bunker Hill in connection therewith. Silver47 will provide legal counsel to Bunker Hill with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with the Arrangement, and will give due consideration to all such comments. Silver47 will also provide legal counsel to Bunker Hill on a timely basis with copies of any response to petition and any evidence or other documents served on Silver47 or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal therefrom. Subject to applicable Law, Silver47 will not file any material with the Court in connection with the Arrangement or serve any such material, and will not agree to modify or amend materials so filed or served, except with Bunker Hill prior written consent, such consent not to be unreasonably withheld, conditioned or delayed; provided that nothing herein shall require Bunker Hill to agree or consent to any increase in the consideration or other modification or amendment to such filed or served materials that expands or increases Bunker Hill’s obligations set forth in this Agreement.

In addition, Silver47 will not object to Bunker Hill’s legal counsel making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate; provided that Silver47 is advised of the nature of any such submissions with reasonably sufficient time prior to such hearing and such submissions are consistent with this Agreement and the Plan of Arrangement. Silver47 will also consult with Bunker Hill with respect to the defence or settlement of any securityholder of Silver47 or derivative proceeding relating to the Arrangement or transactions contemplated by this Agreement and shall not settle in respect of any such proceeding without Bunker Hill’s prior written consent.

Following receipt of the Final Order and at least one Business Day prior to the Effective Time, Bunker Hill will deposit Consideration Shares, in escrow (the terms and conditions of such escrow to be satisfactory to the Depositary and the Parties, acting reasonably) and sufficient to satisfy the aggregate Consideration payable to the Silver47 Shareholders pursuant to the Arrangement. All payment of any kind in settlement or satisfaction of the rights of any Silver47 Shareholder exercising Silver47 Dissent Rights will be made by, and from the funds set aside prior to the Effective Time by, Silver47.

Bunker Hill and Silver47 shall jointly publicly announce the transactions contemplated hereby promptly following the execution of this Agreement by Bunker Hill and Silver47, the text and timing of each such announcement to be approved by Bunker Hill and Silver47 in advance, acting reasonably. Bunker Hill and Silver47 agree to co-operate in the preparation of presentations, if any, to the Silver47 Shareholders and the Bunker Hill Shareholders regarding the Plan of Arrangement, and neither Silver47 nor Bunker Hill shall: (i) issue any news release or otherwise make public announcements with respect to this Agreement or the Plan of Arrangement without the consent of the other Party (which consent shall not be unreasonably withheld or delayed); or (ii) make any filing with any Governmental Entity or with any Exchange with respect thereto without prior consultation with the other Party; provided, however, that the foregoing shall be subject to each Party’s overriding obligation to make any disclosure or filing required under applicable Laws, Exchange rules, or pursuant to any Acquisition Proposal or Change in Recommendation in accordance with Article 7, and the Party making such disclosure shall use all commercially reasonable efforts to give prior oral or written notice to the other Party and reasonable opportunity to review or comment on the disclosure or filing, and if such prior notice is not possible, to give such notice immediately following the making of such disclosure or filing.

Bunker Hill, Silver47, the Depositary, and their respective agents, as applicable (in this paragraph, the “payor”), shall each be entitled to deduct and withhold, or direct any person to deduct or withhold on their behalf, from any consideration payable (whether in cash or in kind, and including for avoidance of doubt the Consideration Shares) or otherwise deliverable to any person under this Agreement and the Plan of Arrangement (including any payment to Silver47 Shareholders who have duly and validly exercised Silver47 Dissent Rights) such amounts as the payor is required to deduct or withhold therefrom under any applicable Law in respect of Taxes. For the purposes hereof and the Plan of Arrangement, all such deducted or withheld amounts shall be treated as having been paid to the person in respect of which such deduction or withholding was made on account of the obligation to make payment to such person thereunder, provided that such deducted or withheld amounts are actually and timely remitted to the appropriate Governmental Entity when required by Law by, or on behalf of, the payor. Each payor is hereby authorized to sell or otherwise dispose of, on behalf of such person in respect of which a deduction or withholding was made, such portion of any Consideration Shares or other security deliverable to such person as is necessary to provide sufficient funds to the payor to enable it to comply with such deduction or withholding requirement and the payor shall notify such person thereof and remit the applicable portion of the net proceeds of such sale (after deducting all reasonable commissions, fees and other reasonable expenses in respect of such sale) to the appropriate Governmental Entity and, if applicable, any portion of such net proceeds that is not required to be so remitted shall be paid to such person. Any such sale will be made in accordance with applicable Laws and at prevailing market prices, and no payor shall be under any obligation to obtain a particular price, or indemnify any person, in respect of a particular price, for the portion of the Consideration Shares or other securities, as applicable, so sold. No payor will be liable for any loss arising out of any such sale.

The Parties intend that the Arrangement shall be carried out such that the issuance of the Consideration Shares to Silver47 Securityholders in exchange for Silver47 Shares and the issuance of the Replacement Convertible Securities to Silver47 Securityholders in exchange for Silver47 Convertible Securities, in each case, qualifies for the exemption from the registration requirements of the U.S. Securities Act provided by the Section 3(a)(10) Exemption and applicable U.S. state securities laws in reliance upon similar exemptions under applicable U.S. state securities laws. Each Party agrees to act in good faith, consistent with the intent of the Parties and the intended treatment of the Arrangement as set forth in this Section ‎2.15. In order to ensure the availability of the Section 3(a)(10) Exemption, the Parties agree that the Arrangement will be carried out on the following basis:

The Arrangement is intended to qualify as a “reorganization” within the meaning of Section 368(a) of the U.S. Tax Code and the Treasury Regulations promulgated thereunder, and this Agreement, together with the Plan of Arrangement, is intended to be, and is hereby adopted as a “plan of reorganization” within the meaning of the Treasury Regulations promulgated under Section 368 of the U.S. Tax Code and for purposes of Sections 354 and 361 of the U.S. Tax Code. Each Party agrees to treat the Arrangement as a “reorganization” within the meaning of Section 368(a) of the U.S. Tax Code for all United States federal income tax purposes, to treat this Agreement, together with the Plan of Arrangement, as a “plan of reorganization” within the meaning of the Treasury Regulations promulgated under Section 368 of the U.S. Tax Code, and to not take any position on any Tax return or otherwise take any Tax reporting position inconsistent with such treatment, unless otherwise required by a “determination” within the meaning of Section 1313 of the U.S. Tax Code. Each Party agrees to act in good faith, consistent with the intent of the Parties and the intended treatment of the Arrangement as set forth herein and to not take any action, or knowingly fail to take any action, if such action or failure to act would reasonably be expected to prevent the Arrangement from qualifying as a “reorganization” within the meaning of Section 368(a) of the U.S. Tax Code. Bunker Hill shall prepare and timely file in accordance with applicable Treasury Regulations (including by posting a copy on an accessible portion of its website) a properly completed IRS Form 8937 reporting the Arrangement as a “reorganization” within the meaning of Section 368(a) of the U.S. Tax Code.

The Parties agree that all Silver47 Convertible Securities that are not exercised or converted into Silver47 Shares prior to the Effective Time shall be treated in accordance with the provisions of the indenture or other instrument governing such securities and the Plan of Arrangement, and the Parties shall take all such reasonable steps as may be necessary or desirable to give effect to the foregoing including, without limitation, the execution of supplemental indentures, joinder agreements or other instruments.

Article 3
REPRESENTATIONS AND WARRANTIES Of SILVER47

Silver47 hereby represents and warrants to and in favour of Bunker Hill as follows, except to the extent that such representations and warranties are qualified by the Silver47 Disclosure Letter and acknowledges that Bunker Hill is relying upon such representations and warranties in connection with the entering into of this Agreement that:

(except, in the case of each of clauses ‎(i) and ‎(ii) above, for such violations, conflicts, breaches, defaults, terminations, accelerations, creations of Liens, suspensions or revocations which, or any consents (expressly excluding the Silver47 Third Party Consents and Approvals and the Regulatory Approvals), approvals or notices which if not given or received, would not, individually or in the aggregate, reasonably be expected to have any Material Adverse Effect on Silver47);

The Silver47 Third Party Consents and Approvals are the only consents and approvals required from any third party under any Contracts of Silver47 or any of its subsidiaries in order for Silver47 and the Silver47 Subsidiaries to proceed with the execution and delivery of this Agreement and the completion of the transactions contemplated by this Agreement and the Arrangement pursuant to the Plan of Arrangement.

The representations and warranties of Silver47 contained in this Agreement shall not survive the completion of the Arrangement and shall expire and be terminated on the earlier of the Effective Time and the date on which this Agreement is terminated in accordance with its terms.

Article 4
REPRESENTATIONS AND WARRANTIES OF Bunker Hill

Bunker Hill hereby represents and warrants to and in favour of Silver47 as follows, except to the extent that such representations and warranties are qualified by the Bunker Hill Disclosure Letter and acknowledges that Silver47 is relying upon such representations and warranties in connection with the entering into of this Agreement that:

(except, in the case of each of clauses ‎(i), ‎(ii) and (iii) above, for such violations, conflicts, breaches, defaults, terminations, accelerations, creations of Liens, suspensions or revocations which, or any consents (expressly excluding the Bunker Hill Third Party Consents and Approvals and Regulatory Approvals), approvals or notices which if not given or received, would not, individually or in the aggregate, reasonably be expected to have any Material Adverse Effect on Bunker Hill).

The Bunker Hill Third Party Consents and Approvals are the only consents and approvals required from any third party under any Contracts of Bunker Hill or the Bunker Hill Subsidiary in order for Bunker Hill and the Bunker Hill Subsidiary to proceed with the execution and delivery of this Agreement and the completion of the transactions contemplated by this Agreement and the Arrangement pursuant to the Plan of Arrangement.

except, in each case as disclosed in the Bunker Hill Public Disclosure Record or where it would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on Bunker Hill.

The representations and warranties of Bunker Hill contained in this Agreement shall not survive the completion of the Arrangement and shall expire and be terminated on the earlier of the Effective Time and the date on which this Agreement is terminated in accordance with its terms.

Article 5
COVENANTS

Silver47 covenants and agrees that, during the period from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, except as required or permitted by this Agreement, applicable Laws or any Governmental Entities or consented to by Bunker Hill in writing, Silver47 shall, and shall cause each of the Silver47 Material Subsidiaries to (i) conduct its business in the ordinary course of business consistent with past practice; (ii) to preserve, in all material respects, its business operations, organization and material business relationships; (iii) defend, in good faith, all lawsuits or proceedings against Silver47 or the Silver47 Material Subsidiaries; and (iv) maintain and preserve the reputation and goodwill of Silver47 and Silver47 Material Subsidiary. Without limiting the generality of the foregoing, from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, except as required or permitted by this Agreement, as required by applicable Law or Governmental Entity, or as set out in Schedule 5.1 of the Silver47 Disclosure Letter, Silver47 shall not, nor shall it permit any of the Silver47 Material Subsidiaries to, directly or indirectly, without the prior written consent of Bunker Hill (which consent shall not be unreasonably withheld or delayed):

Silver47 shall use its commercially reasonable efforts to cause the current insurance (or re-insurance) policies maintained by Silver47 or any of its subsidiaries, including directors’ and officers’ insurance, not to be cancelled or terminated or any of the coverage thereunder to lapse, unless simultaneously with such termination, cancellation or lapse, replacement policies underwritten by insurance or re-insurance companies of nationally recognized standing having comparable deductions and providing coverage equal to or greater than the coverage under the cancelled, terminated or lapsed policies for substantially similar premiums are in full force and effect; provided that, subject to Section ‎7.6, none of Silver47 or any of its subsidiaries shall obtain or renew any insurance (or re-insurance) policy for a term exceeding 12 months from the date such insurance (or re-insurance) policy is obtained or renewed.

Silver47 shall keep Bunker Hill fully informed as to all material decisions or actions required to be made with respect to the operations of the business of Silver47; provided, however, that the failure to do so shall not constitute a breach of this Agreement that, in and of itself, may lead to termination of this Agreement.

Silver47 shall promptly notify Bunker Hill in writing of any circumstance or development that, to the knowledge of Silver47, is or would reasonably be expected to constitute a Material Adverse Effect.

Bunker Hill covenants and agrees that, during the period from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, except as required or permitted by this Agreement, applicable Laws or any Governmental Entities or consented to by Silver47 in writing, Bunker Hill shall, and shall cause the Bunker Hill Subsidiary to (i) conduct its business in the ordinary course of business consistent with past practice and the Bunker Hill Budget; (ii) to preserve, in all material respects, its business operations, organization and material business relationships; (iii) defend, in good faith, all lawsuits or proceedings against Bunker Hill or the Bunker Hill Subsidiary; and (iv) maintain and preserve the reputation and goodwill of Bunker Hill and the Bunker Hill Subsidiary. Without limiting the generality of the foregoing, from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, except as required or permitted by this Agreement, as required by applicable law or Governmental Entity, or as expressly provided for in this Section 5.2, Bunker Hill shall not, nor shall it permit the Bunker Hill Subsidiary to, directly or indirectly, without the prior written consent of Silver47 (which consent shall not be unreasonably withheld or delayed):

For clarity, Bunker Hill shall be entitled to make expenditures that deviate from the Bunker Hill Budget where such deviations are made in good faith in the ordinary course of business, provided that Bunker Hill shall not, without the prior written consent of Silver47, implement any change to the Bunker Hill Budget that would increase aggregate budgeted expenditures by more than 15%. Bunker Hill shall keep Silver47 reasonably informed of any material updates or revisions to the Bunker Hill Budget and shall provide Silver47 with a copy of any updated, amended or revised Bunker Hill Budget within two Business Days of its approval.

Bunker Hill shall use its commercially reasonable efforts to cause the current insurance (or re-insurance) policies maintained by Bunker Hill or any of its subsidiaries, including directors’ and officers’ insurance, not to be cancelled or terminated or any of the coverage thereunder to lapse, unless simultaneously with such termination, cancellation or lapse, replacement policies underwritten by insurance or re-insurance companies of nationally recognized standing having comparable deductions and providing coverage equal to or greater than the coverage under the cancelled, terminated or lapsed policies for substantially similar premiums are in full force and effect; provided that, subject to Section ‎7.6, neither of Bunker Hill or the Bunker Hill Subsidiary shall obtain or renew any insurance (or re-insurance) policy for a term exceeding 12 months.

Bunker Hill shall keep Silver47 fully informed as to all material decisions or actions required to be made with respect to the operations of the business of Bunker Hill; provided, however, that the failure to do so shall not constitute a breach of this Agreement that, in and of itself, may lead to termination of this Agreement.

Bunker Hill shall promptly notify Silver47 in writing of any circumstance or development that, to the knowledge of Bunker Hill, is or would reasonably be expected to constitute a Material Adverse Effect.

Silver47 shall, and shall cause its subsidiaries to, perform all obligations required or desirable to be performed by Silver47 or any of its subsidiaries under this Agreement, co-operate with Bunker Hill in connection therewith, and do all such other acts and things as may be necessary or desirable in order to consummate and make effective, as soon as reasonably practicable, the transactions contemplated in this Agreement and, without limiting the generality of the foregoing, Silver47 shall and, where applicable, shall cause its subsidiaries to:

Bunker Hill shall, and shall cause its subsidiaries to, perform all obligations required to be performed by Bunker Hill or any of its subsidiaries under this Agreement, co-operate with Silver47 in connection therewith, and do all such other acts and things as may be necessary or desirable in order to consummate and make effective, as soon as reasonably practicable, the transactions contemplated in this Agreement and, without limiting the generality of the foregoing, Bunker Hill shall and, where appropriate, shall cause its subsidiaries to:

Other than in connection with the Third Party Consents and Approvals and the Regulatory Approvals (which shall be governed by Section ‎5.7 and Section 5.7, respectively), each of the Parties covenants and agrees that, except as contemplated in this Agreement, during the period from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms: