Alaska Silver Corp.

We have interests in five properties in the Illinois Creek District. The Illinois Creek Property is the only property we consider material but we have several key mineral resource projects throughout Alaska. Mineral Resources at the Illinois Creek Property are located in two areas, Illinois Creek and Waterpump Creek. Illinois Creek Mineral Resources consist of Illinois Creek oxide gold-silver mineralization and leach heap pad material from the historical Illinois Creek mine. Mineral Resources at Waterpump Creek consist of near surface oxide lead-zinc-silver and deeper sulfide silver mineralization. See Figure 1.1 and Table 1-1 for our land holdings.

Figure 1.1: Land Holdings of Alaska Silver in the Illinois Creek Mining District

Table 1-1: Summary of Alaska Silver Lands

Number

Owner · Property · of Claims · Type · Hectares · Acres

WAC&G · Illinois Creek · 247 · State Claims · 15,993 · 39,520

Round Top · 88 · State Claims · 5,698 · 14,080

Honker · 24 · State Claims · 1,554 · 3,840

Khotol Ridge · 19 · State Claims · 1,230 · 3,040

Paw Print · 18 · State Claims · 1,165 · 2,880

Piek Inc. · Illinois Creek · 40 · State Claims · 2,590 · 6,400

Upland Lease · 1 · Upland Lease · 4,506 · 11,135

Total · 437 · 32,736 · 80,895

Illinois Creek Project, Western Alaska, USA

The Illinois Creek Property is located in the southern Kaiyuh Mountains just east of the Yukon River in western Alaska, approximately 490 km west of Fairbanks, 52 km southeast of the village of Kaltag, and 85 km south-southwest of the community of Galena. The Property is in rural Alaska with no current road access or nearby power infrastructure.

The Illinois Creek mining district is characterized by intrusion related hydrothermal systems including porphyry copper/molybdenum/silver deposits (PCDs) and surrounding poly-metallic silver/zinc/lead/copper/gold carbonate replacement deposits (CRDs) along with distal low sulfidation precious-metal veins related to the porphyries.

In 2019, WACG began evaluation of the historical Illinois Creek oxide mineralization and completed a detailed review of the historical drilling data that led to development of the Illinois Creek Mine. This review led to the publishing of an Illinois Creek mineral resource on October 1, 2019. In 2019, WACG drilled three exploration diamond drill holes for a total of 365.8 meters at the West Illinois Creek Mag Anomaly. In 2020, WACG conducted extensive drilling of the leach pad as part of the corporate strategy to redevelop the oxide mine. A total of 73 reverse circulation drill holes for a total of 646.2 meters were completed on the leach pad. This program enabled the calculation of an indicated and inferred resource for the leach pad and an updated Illinois Creek mineral resource on February 2, 2021. The Illinois Creek Mine mineralization is a deeply weathered, massive sulfide body oxidized to as much as 400 m below the existing surface which contains exploitable Au/Ag/Cu mineralization.

In 2021, WACG began to explore not just for extensions to the Illinois Creek oxide gossan mineralization but made its initial test of sulfide mineralization at Waterpump Creek that had been discovered by Anaconda Minerals Company (Anaconda) in 1983. Drilling in 2021 first targeted oxide gossan mineralization and then drilled down dip of a number of historical Anaconda drill holes that had encountered high-grade sulfide Carbonate Replacement Deposit (CRD) style mineralization. Results from WPC21-09 returned 11.5 m of 522 g/t Ag, 22.5% Zn, and 14.8% Pb. The impact of this high-grade hole caused us to pivot our exploration strategy to focus on the sulfide potential of the Property at Waterpump Creek. In 2021, a total of 17 diamond drill holes for a total of 1,604 meters were completed.

Since 2021, a major reinterpretation of the Property geology has been ongoing using 1) a better understanding of CRD morphologies; 2) a multi-element inductively coupled plasma (ICP) soil database, which was substantially expanded in 2021 and 2022; 3) a reinterpretation and inversions of historical geophysical surveys; 4) a 2022 controlled source audio- magnetotellurics (CSAMT) and a 2023 three-dimensional (3D) resistivity and induced polarization (3DIP) geophysical surveys, undertaken to domain resistivity and chargeability at depth; and 5) ongoing drilling and mapping.

• We are subject to taxation both in Canada and the United States, which could have a material adverse effect on our business, financial condition and results of operations.
• There are uncertainties as to title matters in the mining industry, and any defects in title could cause us to lose rights in our mineral properties and jeopardize our business operations.
• Title on mineral properties and mining rights involves certain inherent risks due to the difficulties of determining the validity of certain claims as well as the potential for problems arising from the frequently ambiguous conveyance history of many mining properties.
• The title to our mineral property interests may be challenged.
• Joan Marrs or Christopher Marrs may have the ability to influence the outcome of matters submitted to our shareholders for approval, which could include the election and removal of directors, amendments to our corporate governing documents and business combinations.
• The estimation of mineral resources may be materially affected by environmental, permitting, legal, title, taxation, socio- political, marketing, or other relevant issues.
• We do not insure against all of the risks we face in our operations.
• Our operations rely on adequate infrastructure and without reliable infrastructure, our capital and operating costs may be affected.
• The occurrence of a significant event that disrupts the production of mineral resources at our properties and the subsequent sale thereof for an extended period could have a material negative impact on our business, financial condition and results of operations.
• We may experience an inability to attract or retain qualified personnel.
• Our operations also depend on the timely maintenance, upgrade and replacement of networks, equipment, IT systems and software, as well as pre-emptive expenses to mitigate the risks of failures and any of these events could result in information system failures, delays and/or increase in capital expenses.
• We are subject to and required to disclose mineral resources and mineral reserves in accordance with Canadian National Instrument 43-101 Standards of Disclosure for Mineral Projects, or “NI 43-101” and analogous disclosure requirements under S-K 1300 rules, which may result in increased compliance costs.
• Risks Related to Government Regulation and Disputes
• If we are required to compensate anybody suffering loss or damage from our mining activities, or if we become subject to fines or penalties for violations of law, it could lead to costs, delays and suspensions that may negatively affect our business.
• Legislation has been proposed, if enacted, that could significantly affect the mining industry and our business.
• Procedures for identifying, isolating and safely removing or reducing impurities or toxic substances from minerals we mine may require strict adherence, and no assurance can be given that employees, contractors or others will not be exposed to or be affected by such impurities and toxic substances, which may subject us to liability.
• We are subject to extensive laws and regulations.
• Our operations are subject to various health and safety laws and regulations, and the costs associated with the compliance with such health and safety laws and regulations may be substantial.
• The cost of compliance with changes in government regulations has the potential to reduce the profitability of operations.
• Land reclamation requirements for our properties may require us to post bonds or other surety to guarantee the cost of post-reclamation mining, which add significant costs to our operations and delays in our projects.
• We are subject to anti-corruption and anti-bribery laws and liable for any violations of such laws.
• Any failure of any partner to meet its obligations to us or other third parties, or any disputes with respect to third parties’ respective rights and obligations, could have a material adverse effect on our rights under such agreements.
• Some of the lands in which we hold an interest, or the exploration equipment and roads or other means of access which we intend to utilize in carrying out our work programs or general business mandates, may be subject to interests or claims by third party individuals, groups or companies.
• Climate change and climate change regulations could have an adverse impact on our cost of operations.
• Our Illinois Creek Property may face indigenous land claims.
• General Risks
• Our relationships with the communities in which we operate are critical to the future success of our existing operations and the construction and development of our projects.
• Public opinions may change, and opposition to mining projects could result in increased operating costs.
• The imposition of trade tariffs, particularly those issued by the U.S., or other trade restrictions could have significant repercussions for Canadian businesses, and the broader economy.
• Our development will depend on the efforts of key management and other key personnel, and any future loss of any of those people could have a material adverse effect on our business.
• Certain of our directors and officers also serve as directors and/or officers of other companies involved in natural resource exploration and development, which may give rise to perceived or actual conflicts of interest.
• We may be subject to litigation which may materially affect our business.
• Risks Related to Our Securities
• Due to the absence of an established trading market in the U.S. for our securities, potential challenges may arise in selling our shares and broker-dealers may be prohibited or otherwise restricted under the laws of certain U.S. states from being involved in certain transactions involving our securities.
• The market price for our subordinate voting shares may be volatile, which could contribute to the loss of all or part of your investment.
• Our subordinate voting shareholders will experience dilution in the future upon any exercise of outstanding warrants and finder warrants.
• Our dual class structure may adversely affect the trading market for our subordinate voting shares.
• The price of our securities, including our subordinate voting shares, our financial results, and our access to the capital required to finance our exploration activities may in the future be adversely affected by short-term changes or declines in the price of precious and base metals.
• A non-U.S. holder will likely be treated as having income that is “effectively connected” with a United States trade or business upon the sale or disposition of our subordinate voting shares or warrants unless (i) our subordinate voting shares are regularly traded on an established securities market and (ii) such non-U.S. holder did not meet certain ownership thresholds during the applicable testing period.
• Sales of a large number of subordinate voting shares in the public markets, or the potential for such sales, could decrease the trading price of the subordinate voting shares and could impair our ability to raise capital through future sales of subordinate voting shares.
• Our subordinate voting shares are quoted on the OTCQX in U.S. dollars and will also be listed on the TSXV in Canadian dollars, which may result in price variations.
• We may choose to raise capital through acquisitions or equity, resulting in dilution to existing shareholders.
• Since we do not currently plan to register our subordinate voting shares under Section 12 of the Exchange Act, our reporting obligations will be limited under Section 15(d) of the Exchange Act, which may result in reduced transparency for investors.
• No dividends on the subordinate voting shares have been paid by us to date, and we do not anticipate paying any dividends in the foreseeable future.
• We may be subject to securities litigation in the future.
• As an “emerging growth company” under the JOBS Act, we are permitted to rely on exemptions from certain disclosure requirements.
• Changes in U.S. tax law may adversely impact certain investors, us and the value of the Units, subordinate voting shares and warrants.