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VANCOUVER, BRITISH COLUMBIA, August 7, 2025 – TheNewswire - (TSXV: PINN, OTC: PSGCF, Frankfurt: P9J) –Pinnacle Silver and Gold Corp. ("Pinnacle" or the “Company") is pleased to announce that, further to Company news releases of July 14 and 25, 2025, it has closed its non-brokered private placement to raise gross proceeds of $1,686,608 (the “Offering&). Due to strong investor demand, the Offering was oversubscribed and now consists of 28,110,134 units (the "Units"), with each Unit, priced at $0.06, comprising one common share (“Share&) in the capital of the Company and one-half share purchase warrant ("Warrant"). Each whole Warrant shall be convertible into an additional Share at an exercise price of $0.10 for a period of 24 months from the date of issuance. Finder&s fees consisting of $20,622 in cash commission and 343,700 non-transferable finder&s warrants were paid in connection with the offering. Each finder's warrant entitles the holder to acquire one common share at $0.10 cents per share over a 24-month period.
The net proceeds raised from the Offering will be used to advance the high-grade El Potrero gold-silver project in Durango, Mexico, and for general working capital.
All securities to be issued will be subject to a four-month hold period from the date of issuance and subject to TSX Venture Exchange approval. The securities offered have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
Insiders subscribed for an aggregate of 3,108,333 Units for a total of $186,500. As insiders of Pinnacle participated in the financing, it is deemed to be a “related party transaction& within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61- 101&). Pinnacle is relying on the exemptions from the formal valuation and minority approval requirements contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101, on the basis that the fair market value of the transaction does not exceed 25% of the Company&s market capitalization. The Company will be filing a material change report in respect of the related party transaction on SEDAR.
About Pinnacle Silver and Gold Corp.
Pinnacleisfocusedondistrict-scaleexplorationforpreciousmetalsin the Americas. The high-grade Potrero gold-silver project in Mexico&s Sierra Madre Belt hosts an underexplored low-sulphidation epithermal vein system and provides the potential for near-term production.In the prolificRedLakeDistrictofnorthwesternOntario, the Company owns a 100% interest in the past-producing,high-gradeArgosyGoldMine and the adjacent North BirchProjectwith an eight-kilometre-long target horizon. Withaseasoned,highlysuccessfulmanagementteamandqualityprojects,PinnacleSilverandGoldis committedto buildinglong-term,sustainablevalueforshareholders.
Signed: “Robert A. Archer&
President & CEO
For further information contact:
Email: info@pinnaclesilverandgold.com
Tel.: +1 (877) 271-5886 ext. 110
Website: www.pinnaclesilverandgold.com
Neither the TSX Venture Exchange nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this release.
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