Bayhorse Silver Closes Private Placement

October 28, 2024.                                                                                                  BHS2024-23

Bayhorse Silver Closes Private Placement

Bayhorse Silver Inc, (BHS: TSX-V, BHSIF: OTCQB, 7KXN: FRANKFURT) (the “Company” or “Bayhorse”) announces that, subject to the approval of the TSX Venture Exchange, it has closed the non-brokered private placement that was announced on October 2, 2024 and the Company will issue 15,102,500 units for gross proceeds of $604,100.

Each Unit will consist of one common share, and one transferable common share purchase warrant. Each warrant will be exercisable into one common share of the Company at a price of C$0.08 cents per common share for a period of 24 months from the date of issuance.

The funds received are to conduct the planned underground drilling program (70%) at the Bayhorse Silver Mine to test for the presence of a porphyry copper deposit, as announced in the Company’s news release BHS2024-19, to further advance the mine permitting (10%) and general and administrative expenses (20%). None of the private placement proceeds will be paid to non-arm’s length parties or persons conducting investor relations activities.

Subject to the approval of the TSX Venture Exchange, the Company will pay cash finder’s fees of $1,050 and issue 26,250 finder’s warrants, which are exercisable into one common share of the Company at a price of $0.08 cents per common share for a period of 24 months from the date of issuance. Any shares issued pursuant to the finder’s warrants are subject to a hold period expiring on March 1, 2025 for the first tranche.

Securities issued under this private placement are subject to a hold period expiring on March 1, 2025.

Bayhorse Silver CEO, Graeme O’Neill, has subscribed for 9,125,000 units (60%) of the first tranche of the private placement. He has funded his subscription partly through arranged sales and through the facility of the TSX Venture Exchange. Bayhorse Silver CFO, Rick Low, has subscribed for 250,000 units (2%) of the private placement. This participation by Bayhorse’s CEO and CFO constitutes a “related party transaction” as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”). Such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the units acquired by the insider, nor the consideration for the units paid by such insider, exceed 25% of the Company’s market capitalization.

This News Release has been prepared on behalf of the Bayhorse Silver Inc. Board of Directors, which accepts full responsibility for its content.

On Behalf of the Board.

Graeme O’Neill, CEO

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