Mr. Robert Archer reports

PINNACLE ARRANGES NON-BROKERED PRIVATE PLACEMENT

Pinnacle Silver and Gold Corp. is arranging a non-brokered private placement to raise gross proceeds of up to $2.52-million. The placement will consist of up to 18 million units with each unit, priced at 14 cents, 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 20 cents for a period of 24 months from the date of issuance. Finders' fees consisting of 6 per cent in cash commission and 6 per cent in non-transferable finders' warrants may be paid in connection with the offering. Each finder's warrant entitles the holder to acquire one common share at 20 cents per share over a 24-month period. The company expects the offering to close on or about Dec. 19, 2025.

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 will also be participating in the offering. 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 Venture Exchange approval.

About the 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 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 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 metal 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.