Mr. Robert Archer reports
PINNACLE CLOSES SECOND AND FINAL TRANCHE OF PRIVATE PLACEMENT
Pinnacle Silver and Gold Corp. has closed a second and final tranche of the non-brokered private placement first announced on July 17, 2026, subject to TSX Venture Exchange approval. Pursuant to the closing of the second and final tranche of the offering, the company issued 9,096,132 units at a price of 11 cents per unit for gross proceeds of $1,000,575. With the completion of this tranche, the offering comprised total gross proceeds of $1,652,654 and consisted of a total of 15,024,132 units,
with each unit comprising one common share in the capital of the company and one-half share purchase warrant. Each whole warrant shall be convertible into an additional share at an exercise price of 16 cents for a period of 24 months from the date of issuance.
Finders' fees consisting of $7,524 in cash commission and 68,400 non-transferable finder warrants were paid in connection with the whole offering. Each finder warrant entitles the holder to acquire one common share at 16 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, for project evaluations, and for general working capital.
Insiders of the company participated in the first tranche, subscribing for a total of 1.65 million units and gross proceeds of $181,500. The participation of the insiders in the offering will constitute a related party transaction for the purposes of 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 in connection with the insider participation in reliance on sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value of the securities issued nor the fair market value of the consideration for the securities issued will exceed 25 per cent of the company's market capitalization as calculated in accordance with MI 61-101.
All securities to be issued will be subject to a four-month hold period from the date of issuance and subject to TSX-V approval.
About the El Potrero property
El Potrero is located in the prolific Sierra Madre Occidental of western Mexico and lies within 35 kilometres of four operating mines, including the 4,000-tonne-per-day Cienega mine (Fresnillo), the 1,000-tonne-per-day Tahuehueto mine (Luca Mining) and the 250-tonne-per-day Topia mine (Guanajuato Silver).
High-grade
gold-silver mineralization occurs in a low-sulphidation epithermal breccia vein system hosted within andesites of the lower volcanic series and has three historic mines along a 500-metre strike length. The property has been in private hands for almost 40 years and has never been systematically explored by modern methods, leaving significant exploration potential.
A previously operational 100-tonne-per-day 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 earn an initial 50-per-cent interest immediately upon commencing production. The goal would then be to generate sufficient cash flow with which to further develop the project and increase the company's ownership to 100 per cent, subject to a 2-per-cent net smelter return royalty. If successful, this approach would be less dilutive for shareholders than relying on the equity markets to finance the growth of the company.
About Pinnacle Silver and Gold Corp.
Pinnacle
is
focused
on
the development of precious
metals projects
in 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 prolific
Red
Lake
district
of
Northwestern
Ontario, the company owns a 100-per-cent interest in the
past-producing,
high-grade
Argosy
gold
mine and the adjacent North Birch
project
with an eight-kilometre-long target horizon.
With
a
seasoned,
highly
successful
management
team
and
quality
projects,
Pinnacle
Silver
and
Gold
is committed
to
building
long-term,
sustainable
value
for
shareholders.
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