Pinnacle Issues Shares for Debt

(TheNewswire)

VANCOUVER, BRITISHCOLUMBIA, June 16, 2025 – TheNewswire- (TSXV:PINN, US: NRGOF, Frankfurt: P9J) – Pinnacle Silver and GoldCorp. (" Pinnacle " or the“ Company ") announces that, in order toconserve capital and improve the balance sheet, it has agreed withcertain creditors to accept shares in the company in settlement oftheir debt. The aggregate number of shares tobe issued, subject to TSXV approval, is 2,491,667 at a price of $0.06per share, for settlement of $149,500.00. Allsecurities issued will be subject to a four-month hold period whichwill expire on the date that is four months and one day from the dateof issue.

The issuance of 2,491,667 commonshares to directors and officers of the Company constitutes a"related party transaction" as this term is defined inMultilateral Instrument 61-101: Protection of Minority Securityholdersin Special Transactions (" MI 61-101 "). The directors and officersof the Company, acting in good faith, determined that the fair marketvalue of the common shares being issued pursuant to the shares fordebt transaction and the consideration being paid is reasonable. TheCompany intends to rely on the exemptions from the valuation andminority shareholder approval requirements of MI 61-101 contained insections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair marketvalue of the common shares nor the debt exceeds 25% of the Company'smarket capitalization.

About Pinnacle Silver and Gold Corp.

Pinnacle is focused on district-scale exploration for precious metals in the Americas.  The additionof the high-grade Potrero gold-silver project in Mexico’s SierraMadre Belt complements the Company’s project portfolio and providesthe potential for near-term production . In the prolific Red Lake District of northwestern Ontario, the Company owns a 100% interest in the past-producing, high-grade Argosy Gold Mine and the adjacent NorthBirch Project with aneight-kilometre-long target horizon . With a seasoned, highly successful management team and quality projects, Pinnacle Silver and Gold iscommitted to building long -term , sustainable value for shareholders.

Signed: “Robert A. Archer”

President & CEO

Forfurther information contact :

Email: info@pinnaclesilverandgold.com

Tel.:  +1 (877) 271-5886 ext. 110

Website: www.pinnaclesilverandgold.com

Neither the TSXVenture Exchange nor the Investment Industry Regulatory Organizationof Canada accepts responsibility for the adequacy or accuracy of thisrelease .

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