Silver Bow Mining Corp.: enters $5,000,000 note purchase agreement

What happened

• Silver Bow Mining Corp filed an 8-K reporting that on Oct 2, 2026 it entered into a Note Purchase Agreement with Ocean Partners UK Limited for a secured promissory note in the aggregate principal amount of $5,000,000, paid in cash.
• The filing also reports the creation of a direct financial obligation from that Note and that on Oct 3, 2026 the compensation committee authorized increases to CEO C. Travis Naugle’s pay, including an increased salary, a one-time bonus and an Executive Chairman annual payment.

Key details

• Note principal: $5,000,000; purchase price paid in cash on Oct 2, 2026.
• Maturity: Mar 31, 2027; interest: 12-month secured overnight financing rate as provided by CME Group plus 6.75% per annum, payable monthly in arrears beginning Nov 1, 2026.
• Default interest: Interest Rate plus an additional 6.00% per annum upon an event of default; upon written notice the Note may become immediately due and payable.
• Prepayment: permitted with 10 business days’ prior written notice, subject to a 1.00% prepayment penalty.
• Repayment options: (i) if the final closing of the Company’s acquisition of the Jefferson County Metallurgical Complex (including the Montana Tunnels Mine) occurs before the Maturity Date, principal and accrued interest will be credited against the tranche A draw under a concurrently to-be-entered concentrate prepayment facility and the Note will be deemed paid and cancelled; or (ii) if such final closing does not occur before the Maturity Date, principal and accrued interest will be due in a single lump-sum payment on the Maturity Date.
• Security: first-priority senior security interest in the $28,580,000 secured promissory note issued by Montana Goldfields, Inc. to the Company (the MTGF Note); security granted by a Security Agreement dated Oct 2, 2026 and the Company assigned its rights under the MTGF Note to the Investor.
• Use of proceeds: required to be used solely to advance the Rainbow Block project and, when acquired, the Complex.
• CEO compensation changes (authorized Oct 3, 2026): annual salary increased to $350,000 effective May 1, 2026; one-time discretionary cash bonus of $250,000; annual payment of $100,000 for role as Executive Chairman, effective Oct 3, 2026.

Why it may matter

• The filing reports Item 1.01 (entry into a material definitive agreement) and Item 2.03 (creation of a direct financial obligation) related to the secured $5,000,000 Note with Ocean Partners UK Limited, and Item 5.02 reporting changes to officer compensation for C. Travis Naugle.
• The filing includes descriptions of the Note’s terms, security and permitted use of proceeds, and lists customary representations, covenants and events of default.
• The filing does not show why the insider traded or why the company acted.