Arizona GOLD & Silver Announces Closing of Oversubscribed Non-Brokered Private Placement

NEWS RELEASE

NOT FOR DISTRIBUTION TO THE UNITED STATES OR FOR DISSEMINATION IN THE UNITED STATES

ARIZONA GOLD & SILVER ANNOUNCES CLOSING OF OVERSUBSCRIBED NON-BROKERED

PRIVATE PLACEMENT

Vancouver, British Columbia / October 03, 2024 – Arizona Gold & Silver Inc. (the “Company” or “Arizona

Gold”) (TSX-V: AZS) (OTCQB: AZASF) is pleased to announce that it has closed a non-brokered private placement

(the “Private Placement”) of 15,425,090 units (the “Units”) at a price of $0.30 per Unit raising total gross proceeds

of CDN$4,627,527.10.

Each Unit consists of one common share (the “Shares”) of the Company and one transferable common share purchase

warrant (each, a "Warrant") with each whole Warrant exercisable at a price of $0. 40 per Share for a period of three

(3) years from closing of the Private Placement.

CEO, Mike Stark wishes to acknowledge the continued support from existing shareholders and management

increasing their positions, as well new investors . We also welcome Sprott and Rick Rule personally to the Arizona

Gold & Silver Inc. share registry.

Insiders of the Company subscribed for a total of 174,000 units. As a result, the Private Placement is a related party

transaction (as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special

Transactions (“MI 61-101”)). The Company relied upon the “Issuer Not Listed on Specified Markets” and “Fair

Market Value Not More Than $2,500,000” exemptions from the formal valuation and minority shareholder approval

requirements, respectively, under MI 61-101.

The Company plans to use the proceeds of the Private Placement for further exploration of the Philadelphia Property

in Mohave County, and for general working capital purposes.

In connection with the closing of the Private Placement, the Company paid finders’ fees totaling $ 73,416.11. The

finders’ fees are subject to regulatory approval.

All securities issued are subject to a four-month hold period.

On behalf of the Board of Directors:

ARIZONA GOLD & SILVER INC.

Mike Stark, President, CEO and Director

Phone: (604) 833-4278

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the

TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

The securities referred to in this news release have not been, nor will they be, registered under the United States

Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the

account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S.

registration requirements.

This news release does not constitute an offer for sale of securities for sale, nor a solicitation for offers to buy

any securities. Any public offering of securities in the United States must be made by means of a prospectus

containing detailed information about the company and management, as well as financial statements.