Mr. Dorian Nicol reports

HONEY BADGER SILVER PROVIDES UPDATE ON NON-BROKERED PRIVATE PLACEMENT

Honey Badger Silver Inc. has provided further information respecting its non-brokered placement which was the subject of its news releases of March 20 and April 4, 2024.

The company intends to close on aggregate gross proceeds of $1,204,200, from the sale of:

• 16,749,000 non-flow-through units at a price of five cents per NFT unit for gross proceeds of $837,450;
• 5,642,307 flow-through shares at a price of 6.5 cents per FT share for gross proceeds of $366,750.

Each NFT unit will consist of one common share and one-half of a share purchase warrant, with each whole warrant exercisable for one common share at a price of 6.5 cents for 18 months following closing.

The company intends to use the net proceeds of the sale of the NFT units to finance exploration programs and for general and administrative purposes. The proceeds of the sale of the FT shares will be used to finance exploration programs on one or more of the company's exploration properties located in Yukon, the Northwest Territories and Nunavut that will qualify as Canadian exploration expenses and, once renounced, flow-through mining expenditures, as those terms are defined in the Income Tax Act (Canada).

The TSX Venture Exchange requires shareholder approval for the creation of any new control person, being a shareholder who holds 20 per cent or more of an issuer's issued and outstanding shares. For the purpose of this calculation, any warrants acquired in a financing are treated as having been exercised.

Chad Williams, the non-executive chairman of Honey Badger, will be participating in the offering. Mr. Williams is expected to subscribe for 4,187,000 NFT units and 3,076,923 FT shares in the offering, which would result in his holding 12,565,924 shares or 20.31 per cent of the company's issued and outstanding common shares on a non-diluted basis. On a partially diluted basis (after giving effect to the issuance of the NFT warrants he will be acquiring in the offering) Mr. Williams is expected to hold 14,659,424 common shares of the company, or 22.92 per cent of the then issued and outstanding common shares of the company.

To comply with the TSX-V's requirement that shareholder approval be obtained prior to closing a placement which will result in the creation of a new control person, Mr. William's subscription for securities in the offering will close in two tranches. At the closing of the offering scheduled for April 10, 2024, the company expects to close on Mr. William's purchase of 4,187,000 NFT units and 705,000 FT shares. This would result in his holding 19.95 per cent of the company's common shares on a partially diluted basis. The closing of the remaining 2,371,923 FT shares for which Mr. Williams is expected to subscribe would take place at a second closing after disinterested shareholder approval and TSX-V approval has been obtained for his becoming a control person of the company.

The securities issued in connection with the offering will be subject to a four-month-and-a-day hold period. The offering is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the TSX-V. Finder's fees will be payable in the offering.

About Honey Badger Silver Inc.

Honey Badger Silver is a silver company. The company is led by a highly experienced leadership team with a record of value creation backed by a skilled technical team. Its projects are located in areas with a long history of mining, including the Sunrise Lake project with a historic resource of 12.8 million ounces of silver indicated and 13.9 Moz of silver inferred located in the Northwest Territories and the Plata high-grade silver project located 165 kilometres east of Yukon's prolific Keno Hill and adjacent to Snowline Gold's Rogue discovery. The company's Clear Lake Project in Yukon has a historic resource of 5.5 Moz of silver and 1.3 billion pounds of zinc. The company also has a significant landholding at the Nanisivik mine area located in Nunavut, Canadam that produced over 20 Moz of silver between 1976 and 2002.

We seek Safe Harbor.