Silver Bull Announces Completion of Distribution of Arras Minerals Shares to Silver Bull Shareholders

VANCOUVER, British Columbia, Sept. 27, 2021 (GLOBE NEWSWIRE) — Silver Bull Resources, Inc. (OTCQB: SVBL, TSX: SVB) (Silver Bull or the Company) is pleased to announce the completion of the previously announced distribution of shares of Arras Minerals Corp. (Arras) to shareholders of Silver Bull (the Distribution).

The distribution became effective September 24, 2021. Under the distribution, shareholders of Silver Bull common stock were entitled to one Arras common share for each Silver Bull common share held on that date as of September 10, 2021. .

In connection with the distribution, a total of 34,547,838 Arras common stock, representing approximately 84% of Arras, was issued to Silver Bulls shareholders on an undiluted basis. Silver Bull still owns approximately 4% of Arras, on an undiluted basis. The remaining approximately 12% of Arras is owned by those who participated in the Arras private placement in April 2021.

Registered Silver Bull Shareholders holding physical or book-entry shares with the Company’s transfer agent (Olympia Trust Company) received Arras Shares in book-entry form. Silver Bull Shareholders who hold their shares of Silver Bull Shares through a bank, broker or other nominee have had their Arras Shares credited to their accounts by their bank, broker or other nominee. For questions regarding the transfer or operation of the Distribution, please contact Olympia Trust Company by phone at 1-833-684-1546 (toll free in North America) or by inquiring online at [email protected].

Arras is not currently listed on any public stock exchange, but will report under the US Securities Exchange Act of 1934, as amended (the Exchange Act), as a non-US corporation with foreign private issuer status. The Arras shares distributed to Silver Bull shareholders, while freely transferable in the United States, may be illiquid until the shares are listed or a trading market develops, or not at all. The distribution of Arras Shares by Silver Bull constitutes a distribution of securities that is exempt from the prospectus requirements of Canadian securities laws. As such, the first dealing of Arras Shares in Canada will be a distribution under Canadian securities laws and subject to prospectus requirements unless certain conditions are met. Until these conditions are met, Arras Shares may only be resold in Canada pursuant to an exemption from prospectus requirements. Silver Bull warrants and options will also be adjusted under the Distribution. For more details regarding the Canadian resale restrictions on the Arras Shares distributed by Silver Bull and the adjustments made to Silver Bull warrants and options in connection with the Distribution, please refer to the Registration Statement on Form 20- F of Arras, filed September 1. , 2021 with the US Securities and Exchange Commission (the SEC) on EDGAR at www.sec.gov/edgar (the 20-F).

Story continues

Tax implications

The following discussion is qualified in its entirety by the discussion of tax matters set forth in the 20-F. Silver Bull shareholders who were entitled to receive the distribution of Arras Shares should refer to that discussion for more information on the tax implications of the distribution.

For US federal income tax purposes, the receipt of Arras common stock by Silver Bull shareholders must be treated as a distribution of property in an amount equal to the fair market value of the common stock received. The distribution of Arras common stock is to be treated as dividend income to the extent that it is paid out of Silver Bulls’ current and accumulated income and profits. Distributions in excess of Silver Bulls’ current and accumulated income and gains will be treated as a non-taxable return of capital to the extent of the holder’s base in its Silver Bull shares and thereafter as capital gains. Silver Bull will not be able to determine the amount of distribution that will be treated as a dividend until after the end of the distribution’s tax year because the current year’s income and profits are calculated on the basis of income for the entire tax year in which the Distribution takes place. However, based on current projections, it is reasonable to expect that a portion of the distribution of Arras common stock should be treated as a return of capital rather than a dividend. Silver Bulls’ tax year ends on October 31, so the company expects to notify shareholders of these determinations by January 31, 2022 at the latest.

For Canadian tax purposes, the distribution of Arras Shares is considered a dividend in kind on the Silver Bull Shares to shareholders resident in Canada. Such shareholders will be required to include the amount of such dividend (equivalent to the fair market value of the Arras Shares received) when calculating their income for a tax year. A dividend in kind on the Arras Shares paid in respect of the Silver Bull Shares to a non-Canada resident shareholder is not subject to Canadian withholding or other income taxes under the Income Tax Act (Canada).

Management focus

Silver Bull continues to focus on the assets of Sierra Mojada and the surrounding area in Mexico and manages the joint venture option with South32. It continues to trade under the symbol SVB on the TSX and SVBL on the OTCQB. The current management and board of directors will remain in office to continue the business.

Arras is targeting the Beskauga deposit in Kazakhstan, along with additional exploration permits held or applied for in the country. In addition, the current management and directors of Silver Bull have been appointed as management and directors of Arras, along with G. Wesley Carson as an additional independent director.

Both companies are headquartered in Vancouver.

On behalf of the Board of Directors
Tim Barry

Tim Barry, CPAusIMM
Chief Executive Officer, President and Director

RELATIONSHIPS WITH INVESTORS:
+1 604 687 5800 [email protected]

Warning Regarding Forward-Looking Statements: This press release contains forward-looking statements regarding future events and results of Silver Bulls that are subject to the safe harbors created under the US Private Securities Litigation Reform Act of 1995, the Securities Act of 1933, as amended, and the Exchange Act , and applicable Canadian securities laws. Forward-looking statements include statements regarding anticipated income tax and other aspects of distribution and management’s expected focus. These statements are based on current expectations, estimates, forecasts and projections about Silver Bulls’ exploration projects, the industry in which Silver Bull operates and the beliefs and assumptions of Silver Bulls management. Words such as expects, anticipates, aims, goals, projects, intentions, plans, believes, seeks, estimates, continues, may, variations of such words and similar expressions and references to future periods are intended to identify such forward-looking statements. Forward-looking statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond our control, including factors such as whether some or all of the expected benefits of the Distribution will be achieved, the impact of the Distribution on Zilver Bull shareholders, whether the management focus will be as described in this press release after the Distribution, the results of exploration activities and whether the results continue to support continued exploration activities, unexpected variations in ore quality, grades and metallurgy, volatility and level of raw material prices, the availability of sufficient future financing and other matters discussed under the risk factors in our Annual Report on Form 10-K for the fiscal year ended October 31, 2020 and our Quarterly Report on Form 10-Q for the interim periods ended January 31, 2021, April 30, 2021 and July 31, 2021 and our other periodic and current reports filed with the SEC and available at www.sec.gov and with the Canadian Securities Commissions available at www.sedar.com. Readers are cautioned that forward-looking statements are not guarantees of future performance and that actual results or developments could differ materially from those expressed or implied by the forward-looking statements. Any forward-looking statement made by us in this press release is based only on information currently available to us and speaks only as of the date it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.