Pinnacle Silver and Gold Closes First Tranche of Private Placement (TSXV:PINN)

VANCOUVER, BRITISH COLUMBIA — December 18, 2025 — Leads & Copy — Pinnacle Silver and Gold Corp. (TSXV: PINN, OTC: PSGCF, Frankfurt: P9J) has announced the closing of the first tranche of its non-brokered private placement, initially announced on November 25, 2025. The gross proceeds from this tranche amount to $1,067,532.94.

The first tranche consisted of 7,268,171 units, with each unit priced at $0.14. Each unit includes one common share in the company’s capital and one-half share purchase warrant. A whole warrant can be converted into an additional share at an exercise price of $0.20, valid for 24 months from the issuance date.

In connection with the offering, finders’ fees totaling $2,940 in cash commission and 21,000 non-transferable finders’ warrants were disbursed. Each finder’s warrant allows the holder to acquire one common share at $0.20 per share over a 24-month period.

The net proceeds from the offering will be allocated to advance the El Potrero gold-silver project in Durango, Mexico, for project evaluations, and for general working capital purposes.

Company insiders participated in the first tranche, subscribing for 600,000 units, resulting in gross proceeds of $84,000. This insider participation is classified as a related-party transaction under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The company is exempt from the requirements to obtain a formal evaluation or minority shareholder approval, based on sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the issued securities and the consideration for these securities do not exceed 25% of the company’s market capitalization, as calculated per MI 61-101.

All securities issued will be subject to a four-month hold period from the date of issuance and are subject to TSX Venture Exchange approval. The securities have not been registered under the United States Securities Act of 1933 and may not be offered or sold in the United States without registration or an applicable exemption.

Pinnacle Silver and Gold Corp. anticipates completing the second and final tranche of the offering by January 30, 2026.

The El Potrero property, situated in the Sierra Madre Occidental of western Mexico, is located within 35 kilometers of four operating mines, including the Ciénega Mine (Fresnillo), the Tahuehueto Mine (Luca Mining), and the Topia Mine (Guanajuato Silver).

High-grade gold-silver mineralization is present in a low sulphidation epithermal breccia vein system within andesites of the Lower Volcanic Series. There are three historic mines along a 500-meter strike length. The property, privately held for nearly 40 years, has not undergone systematic exploration using modern methods, indicating significant exploration potential.

A previously operational 100 tpd plant on site can be refurbished/rebuilt and historic underground mine workings rehabilitated at relatively low cost in order to achieve near-term production once permits are in place. The property is road accessible with a power line within three kilometres.

Pinnacle will initially earn a 50% interest upon commencing production, with the goal of generating sufficient cash flow to further develop the project and increase the company’s ownership to 100%, subject to a 2% NSR. The company believes this approach would be less dilutive for shareholders than relying on the equity markets to finance growth.

Pinnacle Silver and Gold Corp. focuses on developing precious metals projects in the Americas. The Potrero gold-silver project in Mexico’s Sierra Madre Belt features an underexplored low-sulphidation epithermal vein system with potential for near-term production. The company also owns a 100% interest in the past-producing, high-grade Argosy Gold Mine and the adjacent North Birch Project in the Red Lake District of northwestern Ontario. Pinnacle aims to build long-term, sustainable value for shareholders.

Contact:

Robert A. Archer
President & CEO
Email: info@pinnaclesilverandgold.com
Tel.: +1 (877) 271-5886 ext. 110

Source: Pinnacle Silver and Gold Corp.

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