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BCS

Current Report · Items 2.03, 5.07, 7.01, 9.01 · 8-K

Bunker Hill Silver Corp.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · Submission of Matters to a Vote of Security Holders · Regulation FD Disclosure

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. Teck Facility Draw On October 26, 2026, Bunker Hill Mining Corp.…

Filed Oct 28, 2026Accepted Oct 28, 2026, 5:21 PM EDTCIK 1407583Accession 0001493152-26-049106
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Company context

We were incorporated for the purpose of mineral exploration at the Bunker Hill Mine. We have moved into the development stage concurrent with (i) purchasing the mine and a process plant, (ii) completing successive technical and economic studies, including a Prefeasibility Study, (iii) delineating mineral reserves, and (iv) advancing the construction of the facilities. Subject to securing additional financing discussed in Item 7, “Subsequent Events” operations are planned to commence in mid-2026.

Current securities

Historical securities (12)

Recent company filings

  1. Completion of Acquisition or Disposition of Assets · Unregistered Sales of Equity Securities · Material Modification to Rights of Security Holders · Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year · Regulation FD DisclosureNov 10, 2026
  2. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet ArrangementOct 19, 2026
  3. EFFECT filingOct 6, 2026
  4. 424B3 filingOct 6, 2026
  5. Financial Statements and ExhibitsSep 30, 2026

Disclosure sections

Items 2.03, 5.07, 7.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 2.03Item 2.03 - Creation of Direct Financial Obligation
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. Teck Facility Draw On October 26, 2026, Bunker Hill Mining Corp. (the “ Company ” or “ Bunker Hill ”) drew an additional US$2.0 million under its uncommitted demand revolving standby prepayment facility established pursuant to the Standby Prepayment Facility Agreement, dated as of June 5, 2025 (the “ Facility ”), by and among the Company, Silver Valley Metals Corp. (together with its successors and permitted assigns, “ SV Borrower ”), and Teck Metals Ltd. (the “ Lender ”). Following the draw on October 26, 2026, the total draw on the Teck Facility outstanding is US$10.0 million. The proceeds from the drawdown will be used to support working capital requirements and ongoing operational activities as the Company advances toward full commercial production. As previously disclosed in the Company’s Form 8-K as filed on June 11, 2025, the Facility permits revolving draws up to an aggregate maximum principal amount of US$10.0 million and is uncommitted and repayable on demand. The availability period ends on the earliest of (i) June 30, 2028, (ii) the date on which the project reaches 90% of nameplate capacity, and (iii) termination of the facility by the Lender, in each case subject to the terms and conditions therein. Amounts repaid may be reborrowed during the availability period, and each advance must be at least US$500,000. Amounts drawn bear interest at 13.5% per annum from their funding date to June 30, 2027, and a rate equal 15.0% per annum thereafter, subject to automatic increases. Interest is calculated on a 360-day year and capitalized quarterly in arrears. Upon an event of default, default interest accrues at the applicable rate plus 3.0% per annum. The Company’s obligations under the Facility are secured by a first-ranking security interest over substantially all property and assets of the obligors, subject to permitted liens. The foregoing description of the material terms of the Facility is qualified in its entirety by reference to the Standby Prepayment Facility Agreement, dated June 5, 2025, which was filed as Exhibit 10.34 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on June 27, 2025 and the description of the Facility contained in the Company’s 8-K as filed on June 11, 2025, which is incorporated herein by reference. Item 5.07. Submission of Matters to a Vote of Security Holders. As previously announced, on August 20, 2026, Bunker Hill, entered into an Arrangement Agreement (the “ Arrangement Agreement ”) with Silver47 Exploration Corp., a British Columbia corporation (“ Silver47 ”), and agreed to a strategic business combination transaction pursuant to a plan of arrangement under the Business Corporations Act ( British Columbia ) (the “ Arrangement ”). On October 28, 2026, Bunker Hill held a special meeting of stockholders (the “ Special Meeting ”) in connection with the Arrangement. At the close of business on September 24, 2026, the record date of the Special Meeting, there were 47,207,589 shares of common stock, par value $0.000001 per share, of Bunker Hill (“ Bunker Hill Common Stock ” and each share of Bunker Hill Common Stock, a “ Bunker Hill Share ”) issued and outstanding, each of which was entitled to one vote with respect to the proposals voted on at the Special Meeting. A total of 27,295,759 shares of Bunker Hill Common Stock, representing approximately 57.8% of the issued and outstanding Bunker Hill Shares entitled to vote at the Special Meeting, were present in person or by proxy at the Special Meeting, constituting a quorum. The tables below detail the final voting result for each proposal voted on at the Special Meeting. Proposal 1: The Charter Amendment Proposal To approve the amendment to the Articles of Incorporation of Bunker Hill, as amended, conditioned upon the closing of the Arrangement, to increase the number of authorized shares of Bunker Hill Common Stock from 100,000,000 shares to 400,000,000 shares (the “ Charter Amendment Proposal ”). The following votes were cast at the Special Meeting (in person or by proxy) on the Charter Amendment Proposal, and the Charter Amendment Proposal was approved: For Against Abstain Broker Non-Votes ───────────────────────────────────────────────────────── 25,847,044 1,444,013 4,702 - Proposal 2: The Share Issuance Proposal To approve the issuance of up to 51,965,961 Bunker Hill Shares to former Silver47 securityholders in connection with the Arrangement (including the Bunker Hill Shares issuable upon the exchange or settlement of convertible securities issued by Silver47, as applicable) (the “ Share Issuance Proposal ”). The total number of Bunker Hill Shares authorized for issuance pursuant to the Share Issuance Proposal also includes a 2% buffer to account for administrative and clerical matters. The following votes were cast at the Special Meeting (in person or by proxy) on the Share Issuance Proposal, and the Share Issuance Proposal was approved: For Against Abstain Broker Non-Votes ───────────────────────────────────────────────────────── 25,949,684 1,327,715 18,360 - Item 7.01. Regulation FD Disclosure. On October 28, 2026, Bunker Hill issued a press release announcing the approval of the Charter Amendment Proposal and the Share Issuance Proposal at the Special Meeting. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference. The information provided under Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and is not deemed to be “filed” with the SEC for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), or otherwise subject to the liabilities of that section and is not incorporated by reference into any filing of Bunker Hill under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to this Current Report on Form 8-K in such a filing. Item 9.01. Financial Statements and Exhibits. (d) Exhibits. 99.1 Press Release, dated October 28, 2026. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
Filed exhibits (1)
EX-99.1 (by filename) ex99-1.htm

Exhibit 99.1 BUNKER HILL SHAREHOLDERS VOTE TO APPROVE BUSINESS COMBINATION WITH SILVER47 EXPLORATION CORP, AS COMPANY COMPLETES DRAWDOWNS OF OCEAN PARTNERS AND TECK FACILITIES SUPPORTING RAMP-UP TO COMMERCIAL PRODUCTION BY END Q4 2026 KELLOGG, IDAHO | VANCOUVER, BRITISH COLUMBIA, October 28, 2026 - Bunker Hill Mining Corp. (“ Bunker Hill ” or the “ Company ”) ( TSX: BNKR | OTCQB: BHLL ) is pleased to announce that Bunker Hill stockholders approved all matters voted on at the special meeting of stockholders (the “ Meeting ”) held today in Kellogg, Idaho, including the charter amendment and share issuance resolutions in connection with the proposed business combination (the “ Transaction ”) with Silver47 Exploration Corp. (TSXV: AGA | OTCQX: AAGAF | Frankfurt: QP2) (“ Silver47 ”). The Company is also pleased to announce that it remains on track to achieve commercial production by end Q4 2026, supported by the drawing down of the remaining amounts available under its concentrate prepayment facility (the “ Ocean Partners Facility ”) with Ocean Partners UK Ltd. (“ Ocean Partners ”), and its existing standby facility (the “ Standby Facility ”) provided by Teck Resources Limited, to…

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