Silver Elephant Announces Private Placement by Flying Nickel Mining Corp. for Proceeds of up to $7.0 Million

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VANCOUVER, BC / ACCESSWIRE / October 26, 2021 / Silver Elephant Mining Corp. ("Silver Elephant", or the "Company") (TSX:ELEF)(OTCQX:SILEF)(Frankfurt:1P2N) is pleased to announce that further to its press releases on August 26 and September 23 2021 regarding the creation and planned spin-out of its 100% owned Minago Nickel Project in Manitoba to form Flying Nickel Mining Corp. ("Flying Nickel"), Silver Elephant has entered into an agreement with Red Cloud Securities Inc. ("Red Cloud") to act as lead agent and sole bookrunner on behalf of a syndicate of agents, including Canaccord Genuity Corp. (collectively with Red Cloud, the "Agents") in connection with a fully marketed private placement (the "Flying Nickel Offering") for gross proceeds of up to $7,000,000 from the sale of the following:

• up to 5,000,000 subscription receipts of Flying Nickel (each, a "Non-FT Subscription Receipt") at a price of $0.70 per Non-FT Subscription Receipt for gross proceeds of up to $3,500,000 from the sale of Non-FT Subscription Receipts; and
• flow-through eligible subscription receipts of Flying Nickel (each, a "FT Subscription Receipt", and collectively with the Non-FT Subscription Receipts, the "Offered Securities") at a price of $0.77 per FT Subscription Receipt.

The Agents will have the option, exercisable in full or in part up to 48 hours prior to the closing of the Flying Nickel Offering, to sell up to an additional $1,000,000 in Offered Securities at their respective offering prices.

Upon the satisfaction of certain escrow release conditions (the "Escrow Release Conditions"), the Offered Securities shall be deemed to be exercised, without payment of any additional consideration and without further action on the part of the holder thereof, for the following:

• each Non-FT Subscription Receipt shall be automatically converted into one unit of Flying Nickel (each, a "Unit"); and
• each FT Subscription Receipt shall be automatically converted into one common share of Flying Nickel to be issued as a "flow-through share" within the meaning of the Income Tax Act (Canada) (each, a "FT Share").

Each Unit will consist of one common share of Flying Nickel (each a "Unit Share") and one half of one common share purchase warrant (each whole warrant, a "Warrant"). Each whole Warrant shall entitle the holder to purchase one common share of Flying Nickel (each, a "Warrant Share") at a price of $1.00 at any time on or before that date which is 24 months after the date of issuance of the Units.