Mr. Chad Williams reports

HONEY BADGER SILVER ANNOUNCES CLOSING OF C$11.5 MILLION FINANCING

Honey Badger Silver Inc. has closed its previously announced brokered private placement offering of subscription receipts of the company for aggregate gross proceeds of $11.5-million, including the full exercise of the agents' option.

The offering was completed pursuant to an agency agreement with SCP Resource Finance LP, as lead agent and sole bookrunner, on behalf of a syndicate of agents, including Stifel Canada, Research Capital Corp. and ATB Capital Markets Corp. A total of 71,875,000 subscription receipts were issued at a price of 16 cents per subscription receipt.

Each subscription receipt will convert into one unit of the company upon satisfaction of the escrow release conditions (as defined herein). Each unit will consist of one common share of the company and one common share purchase warrant. Each warrant will entitle the holder to acquire one additional common share for a period of three years following the closing of the acquisition (as defined herein), at an exercise price of 24 cents per warrant share.

Chief executive officer commentary

Chad Williams, executive chairman of Honey Badger, commented:

"We are very pleased to have successfully closed this financing, which reflects strong investor confidence in Honey Badger's strategy and the transformative nature of the Prairie Creek acquisition. With this capital in place, we are well positioned to complete the acquisition and advance what we believe is one of the most compelling high-grade silver development opportunities globally. We are also extremely happy with the quality and breadth of investors in this offering. Many insiders and company advisers purchased well over 10 per cent of the total amount placed, thereby demonstrating conviction in Honey Badger's future. Long-standing supporters and globally important investors also figured prominently in the investor roster."

Proceeds to advance transformational Prairie Creek acquisition

The net proceeds of the offering will be used to finance the cash portion of the purchase price for the previously announced acquisition by Honey Badger of all of the issued and outstanding shares of Canadian Zinc Corp., the owner of the Prairie Creek (PC) project, from Resource Capital Fund VI LP and for expenses related to the acquisition.

As previously announced, the acquisition is expected to close in Q2 (second quarter) 2026, subject to customary closing conditions, including acceptance by the TSX Venture Exchange.

The PC silver project is a permitted1 underground silver-zinc-lead project located in the Northwest Territories, hosting a large, high-grade historical resource base with significant existing infrastructure.

Escrow and conversion mechanics

The gross proceeds of the offering, less certain expenses payable to the agents and 50 per cent of the agents' fees, have been deposited into escrow with a subscription receipt agent pending satisfaction of the escrow release conditions, which include the completion, satisfaction or waiver of all conditions precedent to the closing of the acquisition other than the payment of the purchase price and receipt of final approval of the TSX Venture Exchange.

If the escrow release conditions are satisfied on or before June 15, 2026, the escrowed funds (less the balance of the agents' fees) will be released to the company and the subscription receipts will automatically convert into units.

If the escrow release conditions are not satisfied by the escrow release deadline, the subscription receipts will be cancelled and the escrowed funds plus interest earned thereon will be returned to holders on a pro rata basis.

Offering details

In consideration for their services, the agents are entitled to a cash commission equal to 6 per cent of the gross proceeds of the offering and such number of compensation warrants equal to 6 per cent of the number of units issued under the offering, subject to a reduction to 3 per cent in respect of sales to certain purchasers. Each compensation warrant will entitle the holder to acquire one common share at an exercise price of 24 cents per common share for a period of two years from the closing of the acquisition. The compensation warrants will be issued only if the escrow release conditions are satisfied on or before the escrow release deadline.

Certain insiders of the company subscribed for an aggregate of 7,256,250 subscription receipts in the offering for aggregate gross proceeds to the company of $1,161,000. Each subscription by an insider of the company is considered a related party transaction for purposes of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, and Policy 5.9, Protection of Minority Securityholders in Special Transactions, of the corporate finance manual of the TSX-V. The company was exempt from requirements to obtain a formal valuation and minority shareholder approval in connection with the offering in reliance on sections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, as neither the fair market value of the subscription receipts subscribed for by the insiders, nor the consideration for the subscription receipts to be paid by insiders, exceeded 25 per cent of the company's market capitalization as calculated in accordance with MI 61-101.

The securities issued pursuant to the offering are subject to a statutory four-month hold period in accordance with applicable securities laws.

About Honey Badger Silver Inc.

Honey Badger Silver is unlocking some of Canada's richest untapped silver potential. With the planned acquisition of the fully permitted, high-grade PC silver project, the company is positioned to become a leading North American silver and critical minerals producer.

Backed by an impressive portfolio of high-quality projects across the Northwest Territories, Yukon and Nunavut, including the Sunrise Lake, Plata and Nanisivik properties, Honey Badger controls district-scale land positions in some of the most metal-rich jurisdictions on the continent.

What sets Honey Badger apart is its strategic blend of real silver ownership and growth leverage: the company holds 10,000 ounces of physical silver yielding 12 per cent annually, reinforcing tangible asset value while advancing aggressive exploration and acquisition plans.

Led by a proven team of mine builders and capital markets professionals, Honey Badger is building more than a silver company, it is creating a cash-generating, asset-backed platform for the next bull cycle in precious and critical metals.

We seek Safe Harbor.