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Silver Bull Resources, Inc.

svb · TSX Basic Materials
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FY2024 Annual Report · Silver Bull Resources, Inc.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-K
(Mark One)
 
☒
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
FOR THE FISCAL YEAR ENDED October 31, 2024
 
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
FOR THE TRANSITION PERIOD OF _________ TO _________.
 
Commission File Number: 001-33125
 
SILVER BULL RESOURCES, INC.
(Exact name of registrant as specified in its charter)
 
Nevada
91-1766677
State or other jurisdiction of incorporation or organization
(I.R.S. Employer Identification No.)
 
777 Dunsmuir Street, Suite 1605
Vancouver, B.C. V7Y 1K4
(Address of principal executive offices, including
zip code)
 
Registrant’s telephone number, including area
code: (604) 687-5800
 
Securities registered pursuant to Section 12(b)
of the Act: None
 
Securities registered pursuant to Section 12(g)
of the Act: Common Stock, $0.01 Par Value
 
Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act
Yes
☐ No ☒
 
Indicate by check mark if the registrant is not required
to file reports pursuant to Section 13 or 15(d) of the Exchange Act.
Yes
☐ No ☒
 
Indicate by check mark whether the registrant (1)
has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12
months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing
requirements
for the past 90 days.
Yes
☒ No ☐
 
Indicate by check mark whether the registrant has
submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of
Regulation S-T (§232.405
of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes
☒ No ☐
 
Indicate by check mark whether the registrant is a
large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an
emerging growth company. See
 the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and
 “emerging growth
company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer ☐
 
Accelerated filer ☐
Non-accelerated filer ☒
 
Smaller reporting company ☒
 
 
Emerging growth company ☐
 
If an emerging growth company, indicate by check mark
if the registrant has elected not to use the extended transition period for complying with any new
or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act.	☐
 
 

 
Indicate by check mark whether the registrant has
filed a report on and attestation to its management’s assessment of the effectiveness of its internal control
over financial reporting
under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or
issued its
audit report.	☐
 
If securities are registered pursuant to Section
12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the
filing reflect the correction
of an error to previously issued financial statements.	☐
 
Indicate by check mark whether any of those error
corrections are restatements that required a recovery analysis of incentive-based compensation received
by any of the registrant’s
executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
 
Indicate by check mark whether the registrant is a
shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes
☐ No ☒
 
As of January 28, 2025, there were 47,365,652 shares outstanding of the registrant’s $0.01 par value common stock, the registrant’s only outstanding class
of voting securities. As of April 30, 2024, the aggregate market value of the registrant’s voting common stock held by non-affiliates of the registrant was
approximately $5.1 million based upon the closing sale price of the common stock as reported by the OTCQB. For the purpose of this calculation, the
registrant has assumed that its affiliates as of April 30, 2024 included all directors and officers.
 
DOCUMENTS INCORPORATED BY REFERENCE
 
Portions of the registrant’s definitive proxy
statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A in connection
with the 2025 annual meeting
of shareholders are incorporated by reference in Part III of this Annual Report on Form 10-K.
 
 
 

 
SILVER BULL RESOURCES, INC.
ANNUAL REPORT ON FORM 10-K
TABLE OF CONTENTS
 
 
   
 
Page
PART I
    
    
 
Item 1 and 2.
  BUSINESS AND PROPERTIES
 
8
 
Item 1A.
  RISK FACTORS
 
16
 
Item 1B.
  UNRESOLVED STAFF COMMENTS
 
23
 
Item 1C.
  CYBERSECURITY
 
23
 
Item 3.
  LEGAL PROCEEDINGS
 
23
 
Item 4.
  MINE SAFETY DISCLOSURES
 
24
 
 
   
    
PART II
   
    
 
Item 5.
 
MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS
AND
ISSUER PURCHASES OF EQUITY SECURITIES
 
25
 
Item 6.
  [RESERVED]
 
26
 
Item 7.
 
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
 
26
 
Item 7A.
  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 
32
 
Item 8.
  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 
32
 
Item 9.
 
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
 
33
 
Item 9A.
  CONTROLS AND PROCEDURES
 
33
 
Item 9B.
  OTHER INFORMATION
 
33
 
Item 9C.
  DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
 
33
 
 
   
    
PART III
   
    
 
Item 10.
  DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
 
34
 
Item 11.
  EXECUTIVE COMPENSATION
 
34
 
Item 12.
 
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS
 
34
 
Item 13.
  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
 
34
 
Item 14.
  PRINCIPAL ACCOUNTING FEES AND SERVICES
 
34
 
 
   
    
PART IV
   
    
 
Item 15.
  EXHIBITS, FINANCIAL STATEMENT SCHEDULES
 
35
 
 
   
    
 
Item 16.
  FORM 10-K SUMMARY
 
36
 
 
   
   
SIGNATURES
   
 
37
 
3 

 
The terms “Silver Bull,” and
the “Company,” are used to refer to Silver Bull Resources, Inc. and its subsidiaries, unless the context otherwise requires.
Technical terms have been included that are important to an understanding of the business under “Glossary of Common Terms”
at the end of this section.
Throughout this document statements are made that are classified as “forward-looking.” Please
refer to the “Cautionary Statement Regarding Forward-
Looking Statements” section of this document for an explanation of these
types of assertions.
Cautionary Statement Regarding Forward-Looking
Statements
This Annual Report on Form 10-K includes
certain statements that may be deemed to be “forward-looking statements” within the meaning of Section 27A
of the Securities
Act of 1933, as amended (the “Securities Act”), Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”),
and the United States Private Securities Litigation Reform Act of 1995, and “forward-looking information” within
the meaning of applicable Canadian
securities legislation. Words used such as “anticipate,” “continue,” “likely,”
 “estimate,” “expect,” “may,” “will,” “projection,” “should,” “believe,”
“potential,” “could,” or similar words suggesting future outcomes (including negative and grammatical variations)
to identify forward-looking statements.
These statements include statements regarding the following, among other things:
The sufficiency of existing cash resources to enable the Company to continue operations
for the next 12 months as a going concern;
The prospects of the claim process, or award, under the North American Free Trade Agreement
(“NAFTA”);
The Funding Agreement (as defined in the “Management’s Discussion and Analysis
of Financial Condition and Results of Operations” section), and
continued payment of legal, tribunal and external expert costs,
and reimbursement of corporate operating expenses, under its terms;
Prospects of entering the development or production stage with respect to any of the Company’s
projects;
The planned activities at the Sierra Mojada Project in 2025 and beyond;
Whether any part of the Sierra Mojada Project will ever be confirmed or converted into SEC
S-K 1300-compliant mineral reserves;
The requirement of additional power supplies for the Sierra Mojada Project if a mining operation
is determined to be feasible;
The ability to obtain and hold additional concessions in the Sierra Mojada Project area;
Whether the Company will be required to obtain additional surface rights if a mining operation
is determined to be feasible;
The possible impact on the Company’s operations of the blockade by a cooperative of
miners on the Sierra Mojada property;
The potential acquisition of additional mineral properties or property concessions;
Testing of the impact of the fine bubble flotation test work on the recovery of minerals
and initial rough concentrate grade;
The impact of recent accounting pronouncements on the Company’s financial position,
results of operations or cash flows and disclosures;
The impact of changes to current state or federal laws and regulations on estimated capital
expenditures, the economics of a particular project and/or
the Company’s activities;
The Company’s ability to raise additional capital and/or pursue additional strategic
options, and the potential impact on its business, financial
condition and results of operations of doing so or not;
The impact of changing foreign currency exchange rates on the Company’s financial
condition;
The impairment of concession and likelihood of further impairment of other long-lived assets;
Whether using major financial institutions with high credit ratings mitigates credit risk;
The impact of changing economic conditions on interest rates;
Expectations regarding future recovery of value-added taxes (“VAT”) paid in
Mexico; and
The merits of any claims in connection with, and the expected timing of
any, ongoing legal proceedings.
4 

 
These statements are based on certain assumptions
and analyses made by the Company in light of its experience and perception of historical trends, current
conditions, expected future developments
and other factors it believes are appropriate in the circumstances. Such statements are subject to a number of
assumptions, risks and
uncertainties and actual results could differ from those expressed or implied in these forward-looking statements as a result of the
factors
described under “Risk Factors” in this Annual Report on Form 10-K, including:
The ability of the Company to obtain additional financial resources on acceptable terms
to (i) maintain its property concessions in Mexico and (ii)
maintain general and administrative expenditures at acceptable levels;
The Company’s ability to acquire additional mineral properties or property concessions;
The ability of the Company to maintain its assets in Mexico given the performance of the
Mexican government at various levels;
Worldwide economic and political events affecting (i) the market prices for silver, zinc,
lead, copper and other minerals that may be found on the
Company’s exploration properties (ii) interest rates and (iii) foreign
currency exchange rates;
The amount and nature of future capital and exploration expenditures;
Volatility in the Company’s stock price;
The Company’s inability to obtain required permits;
Competitive factors, including exploration-related competition;
Timing of receipt and maintenance of government approvals;
Unanticipated title issues;
Changes in tax laws;
Changes in regulatory frameworks or regulations affecting the Company’s activities;
The ability to obtain additional financial resources on acceptable terms to (i) maintain
its property concessions in Mexico and (ii) maintain general
and administrative expenditures at acceptable levels;
The Company’s ability to retain key management, consultants and experts necessary
to successfully operate and grow its business; and
Political and economic instability in Mexico and other countries in which the Company conducts
its business, and future potential actions of the
governments in such countries with respect to nationalization of natural resources or
other changes in mining or taxation policies.
These factors are not intended to represent
a complete list of the general or specific factors that could affect the Company.
All forward-looking statements speak only
as of the date made. All subsequent written and oral forward-looking statements attributable to the
Company, or persons acting on its
behalf, are expressly qualified in their entirety by the cautionary statements. Except as required by law, the
Company undertakes no obligation
to update any forward-looking statement to reflect events or circumstances after the date on which it is made
or to reflect the occurrence
of anticipated or unanticipated events or circumstances. Undue reliance should not be placed on these forward-looking
statements.
Cautionary Note Regarding Exploration
Stage Companies
Silver Bull is an exploration stage company
and does not currently have any known mineral reserves and cannot be expected to have known mineral
reserves unless and until a feasibility
study is completed for the Sierra Mojada concessions that shows proven and probable mineral reserves. There can be
no assurance that the
Company’s concessions contain proven and probable mineral reserves and investors may lose their entire investment. See the “Risk
Factors” section below.
5 

 
Cautionary Note to U.S. Residents Concerning
Disclosure of Mineral Resources
Silver Bull is a U.S. domestic issuer for United
States Securities and Exchange Commission (“SEC”) purposes, most of its shareholders are U.S. residents,
it is required to
report its financial results under accounting principles generally accepted in the United States of America, and its shares of common
stock
are listed on the Toronto Stock Exchange (the “TSX”) and trade on the OTCQB marketplace. However, because Silver Bull
is a reporting issuer in Canada,
certain prior regulatory filings required in Canada contain or incorporate by reference therein certain
disclosure that satisfies the additional requirements of
Canadian securities laws, which differ from the requirements of United States’
securities laws. Unless otherwise indicated, all resource estimates included
in those Canadian filings, and in the documents incorporated
by reference therein, had been prepared in accordance with Canadian National Instrument 43-
101 - Standards of Disclosure for Mineral Projects
(“NI 43-101”) and the Canadian Institute of Mining, Metallurgy and Petroleum (“CIM”) classification
system. NI
43-101 is a rule developed by the Canadian Securities Administrators which establishes standards for all public disclosure an issuer makes
of
scientific and technical information concerning mineral projects.
Canadian standards, including NI 43-101, may
differ from the requirements of subpart 1300 of Regulation S-K, as defined in the Glossary of Technical
Terms (“S-K 1300”).
 Thus, resource information contained, or incorporated by reference, in the Company’s Canadian filings, and in the documents
incorporated
by reference therein, may not be comparable to similar information disclosed by companies reporting mineral reserve and mineral resource
information under S-K 1300.
The terms “mineral reserve”, “proven
mineral reserve” and “probable mineral reserve” are Canadian mining terms as defined in accordance with NI 43-101
and
CIM standards. Pursuant to S-K 1300, the SEC recognizes estimates of “measured mineral resources,” “indicated mineral
resources” and “inferred
mineral resources.” In addition, the SEC has amended its definitions of “proven mineral
reserves” and “probably mineral reserves” to be substantially
similar to the corresponding standards of the CIM.
Investors are cautioned that while terms are
substantially similar to CIM standards, there are differences in the definitions and standards under S-K 1300
and the CIM standards. Accordingly,
there is no assurance any mineral reserves or mineral resources that the Company may report as “proven reserves”,
“probable
reserves”, “measured mineral resources”, “indicated mineral resources” and “inferred mineral resources”
under NI 43-101 will be the same as the
reserve or resource estimates prepared under the standards adopted under S-K 1300.
Investors are also cautioned that while the
 SEC now recognizes “measured mineral resources,” “indicated mineral resources” and “inferred mineral
resources”,
investors should not assume that any part or all of mineral deposits in these categories will ever be converted into reserves. Mineralization
described using these terms has a great amount of uncertainty as to their existence, and great uncertainty as to their economic and legal
feasibility. It cannot
be assumed that all or any part of an “measured mineral resource,” “indicated mineral resource”
or “inferred mineral resource” will ever be upgraded to a
higher category. Under Canadian rules, estimates of inferred mineral
resources may not form the basis of feasibility or pre-feasibility studies, except in rare
cases. Investors are cautioned not to assume
that all or any part of an inferred mineral resource exists or is economically or legally mineable. Disclosure of
“contained ounces”
 in a resource is permitted disclosure under Canadian regulations; however, the SEC normally only permits issuers to report
mineralization
that does not constitute “reserves” by SEC standards as in place tonnage and grade without reference to unit measures.
Technical Report Summaries and Qualified
Persons
The scientific and technical information concerning
the Company’s mineral projects in this Annual Report on Form 10-K have been reviewed and approved
by “qualified persons”
under S-K 1300, including the Company’s Chief Executive Officer and Director, Timothy Barry and the Company’s Director, David
Underwood. For a description of the key assumptions, parameters and methods used to estimate mineral reserves and mineral resources included
in this
Annual Report on Form 10-K, as well as data verification procedures and a general discussion of the extent to which the estimates
may be affected by any
known environmental, permitting, legal, title, taxation, sociopolitical, marketing or other relevant factors, please
review the Technical Report Summaries
for each of the Company’s material properties which are included as exhibits to, and incorporated
by reference into, this Annual Report on Form 10-K.
 
6 

 
 
Glossary of Common Terms
The following terms are used throughout this
Annual Report on Form 10-K.
Concession
  A grant of a tract of land made by a government or other controlling authority in return for stipulated services or a
promise that the land will be used for a specific purpose.
 
   
Exploration Stage
  A prospect that is not yet in either the development
or production stage.
 
Feasibility Study
  An engineering study designed to define the technical, economic, and legal viability of a mining project with a
high degree of reliability.
 
   
Formation
  A distinct layer of sedimentary rock of similar composition.
 
Mining
 
The process of extraction and beneficiation of mineral reserves to produce a marketable metal or mineral
product.    Exploration continues during the mining process and, in many cases, mineral reserves are expanded
during the life of the mine operations as the exploration potential of the deposit is realized.
 
   
Ore, Ore Reserve, or Mineable Ore
Body
  The part of a mineral deposit which could be economically and legally extracted or produced at the time of the
reserve determination.
 
   
Mineral Reserves
 
An estimate of tonnage and grade or quality of indicated
and measured mineral resources that, in the opinion of the
qualified person, can be the basis of an economically viable project. More
 specifically, it is the economically
mineable part of a measured or indicated mineral resource, which includes diluting materials and
allowances for
losses that may occur when the material is mined or extracted.
 
Mineral Resource
 
A concentration or occurrence of material of economic
interest in or on the Earth’s crust in such form, grade or
quality, and quantity that there are reasonable prospects for economic
 extraction. A mineral resource is a
reasonable estimate of mineralization, taking into account relevant factors such as cut-off grade,
likely mining
dimensions, location or continuity, that, with the assumed and justifiable technical and economic conditions, is
likely
to, in whole or in part, become economically extractable. It is not merely an inventory of all mineralization
drilled or sampled.
 
Tonne
  A metric ton which is equivalent to 2,204.6 pounds.
 
 
7 

 
PART I
Items 1
and 2.	BUSINESS AND PROPERTIES
Overview
and Corporate Structure
Silver Bull Resources, Inc. was incorporated
in the State of Nevada on November 8, 1993 as the Cadgie Company for the purpose of acquiring and
developing mineral properties.
The Cadgie Company was a spin-off from its predecessor, Precious Metal Mines, Inc. On June 28, 1996, the Company’s
name was
changed to Metalline Mining Company (“Metalline”). On April 21, 2011, the Company’s name was changed to Silver
Bull Resources, Inc. The
Company has not realized any revenues from its planned operations, and is considered an exploration stage company.
The Company has not established any
reserves with respect to its exploration projects and may never enter into the development stage with
respect to any of its projects.
The Company has been engaged in the business
of mineral exploration. It owns a number of property concessions in Mexico within a mining district
known as the Sierra Mojada District,
located in the west–central part of the state of Coahuila, Mexico. Operations are conducted in Mexico through the
Company’s
wholly owned subsidiary corporations, Minera Metalin S.A. de C.V. (“Minera Metalin”), and Minas de Coahuila SBR S.A. de C.V
(“Minas”).
In April 2010, Metalline Mining Delaware, Inc.,
 a wholly owned subsidiary incorporated in the State of Delaware, was merged with and into Dome
Ventures Corporation (“Dome”),
a Delaware corporation. As a result, Dome became a wholly owned subsidiary of Silver Bull. Dome has a wholly owned
subsidiary, Dome Asia
Inc., which is incorporated in the British Virgin Islands.
On June 5, 2015, the Company announced
its decision to voluntarily delist its shares of common stock from the NYSE MKT due to costs associated with
the continued listing and
NYSE MKT exchange rules regarding maintenance of a minimum share price. On June 29, 2015, the Company’s shares began
trading
on the OTCQB marketplace operated by OTC Markets Group. The Company’s shares of common stock continue to trade on the TSX.
On August 12, 2020, the Company entered
into an option agreement (the “Beskauga Option Agreement”) with Copperbelt AG, a corporation existing
under the laws of Switzerland
(“CB Parent”), and Dostyk LLP, an entity existing under the laws of Kazakhstan and a wholly-owned subsidiary of CB
Parent
(the “CB Sub,” and together with CB Parent, “CB”), pursuant to which the Company had the exclusive right and option
to acquire CB’s right, title
and 100% interest in the Beskauga property located in Kazakhstan, which consists of the Beskauga Main
project (the “Beskauga Main Project”) and the
Beskauga South project (the “Beskauga South Project,” and together
the Beskauga Main Project, the “Beskauga Project”). The transaction contemplated by
the Beskauga Option Agreement closed on
January 26, 2021.
On February 5, 2021, Arras Minerals Corp. (“Arras”)
was incorporated in British Columbia, Canada, as a wholly owned subsidiary of Silver Bull. On
March 19, 2021, pursuant to an asset purchase
agreement with Arras, Silver Bull transferred its right, title and interest in and to the Beskauga Option
Agreement, among other things,
to Arras. On September 24, 2021, Silver Bull distributed to its shareholders one Arras common share
for each Silver Bull
share held by such shareholders, or 34,547,838 Arras common shares in
total (the “Distribution”). Upon completion of the Distribution, the Company
retained 1,452,162 Arras common shares, or approximately
4% of the outstanding Arras common shares, as a strategic investment, and Arras became a
stand-alone company.
In December 2021 and June 2022, the Company
sold 600,000 and 852,262 common shares of Arras at a price of $CDN 1.00 and $CDN 1.50 per share,
respectively. Since then, the Company
has not held any interest in Arras.
On April 23, 2023, Nomad Minerals Ltd. (“Nomad
Minerals”), a wholly owned subsidiary of the Company, was incorporated in British Columbia, Canada.
On April 28, 2023, Nomad Metals
Limited was incorporated at Astana International Financial Centre in Astana, Republic of Kazakhstan, as a wholly
owned subsidiary of Nomad
Minerals.
On June 28, 2023, the Company filed a request
for arbitration (the “Arbitration”) before the World Bank’s International Centre for Settlement of Investment
Disputes
 (“ICSID”) against the United Mexican States (“Mexico”) under the United States-Mexico-Canada Agreement (the “USMCA”)
and NAFTA,
(together with the USMCA, the “Treaties”). Since the arbitration request, the ICSID arbitration has become the
 Company’s core focus. The ICSID
arbitration seeks compensation for the losses resulting from the Mexican State’s wrongful
conduct and its breaches of the Treaties’ protections, including
expropriation, breach of the fair and equitable treatment standard,
discrimination, and other unlawful treatment in respect of the Sierra Mojada Property. If
successful in the ICSID arbitration, the Company
will take appropriate steps to enforce and recover such an arbitral award (“Award”). The execution and
enforcement of an Award
may present material challenges and take a number of years.
8 

 
The Company’s efforts and expenditures
 have been concentrated in the exploration of properties, principally the Sierra Mojada property located in
Coahuila, Mexico (the “Sierra
 Mojada Property”). Silver Bull has not determined whether its exploration properties contain ore reserves that are
economically
recoverable. The ultimate realization of investment in exploration properties is dependent upon the success of future property sales,
the
existence of economically recoverable reserves, and the Company’s ability to obtain financing or make other arrangements for
exploration, development
and future profitable production activities. The ultimate realization of the Company’s investment in exploration
properties cannot be determined at this
time.
Illegal
Blockade of Sierra Mojada Property
On June 1, 2018, the Company’s subsidiaries
Minera Metalin and Contratistas entered into an earn-in option agreement (the “South32 Option Agreement”)
with South32 International
 Investment Holdings Pty Ltd (“South32”), a wholly owned subsidiary of South32 Limited (ASX/JSE/LSE: S32), whereby
South32
was able to obtain an option to purchase 70% of the shares of Minera Metalin and Contratistas (the “South32 Option”).
On October 11, 2019, the Company and subsidiary
Minera Metalin issued a notice of force majeure to South32 pursuant to the South32 Option Agreement.
Due to a blockade by Sociedad Cooperativa
de Exploración Minera Mineros Norteños, S.C.L. (“Mineros Norteños”), all work was halted on the Sierra
Mojada Property. The notice of force majeure was issued because of the blockade’s impact the Company and subsidiary Minera Metalin’s
 ability to
perform their obligations under the South32 Option Agreement. Pursuant to the South32 Option Agreement, any time period provided
for in the South32
Option Agreement was to be generally extended by a period equal to the period of delay caused by the event of force
majeure.
On August 31, 2022, the South32 Option Agreement
was mutually terminated by South32 and the Company. South32 paid $518,000 to the Company as a
final payment for the exploration costs
incurred by the Company during the blockade and released South32 from all claims as the date of termination.
As of January 28, 2025, the blockade
by Mineros Norteños at, on and around the Sierra Mojada Property is ongoing.
ICSID
Arbitration
On March 2, 2023, the Company filed the NAFTA
 Notice of Intent. The Company has been unable to access the project since the illegal blockade
commenced in September 2019. Despite numerous
demands and requests for action by the Company, Mexican governmental agencies have allowed this
unlawful conduct to continue and, as such,
failed to protect the Company’s investment.
The Company held a meeting with Mexican government
officials in Mexico City on May 30, 2023, in an attempt to explore amicable settlement options
and avoid arbitration. However, the 90-day
period for amicable settlement under NAFTA expired on June 2, 2023, without a resolution.
On June 28, 2023, the Company commenced international
arbitration proceedings against Mexico under the United States-Mexico-Canada Agreement
(“USMCA”) and NAFTA (the “Arbitration”).
The Arbitration was initiated under the Convention on the Settlement of Investment Disputes between States
and Nationals of Other States
process, which falls under the auspices of the World Bank’s International Centre for Settlement of Investment Disputes
(“ICSID”),
to which Mexico is a signatory.
On June 17, 2024, the Company filed its Memorial
submission with ICSID detailing the claim against Mexico as well as damages for the sum of $408
million. The Arbitration hearing is set
to commence in October 2025.
The Company has engaged Boies Schiller Flexner
(UK) LLP as its legal adviser on the legacy NAFTA claim.
2025
Outlook
The focus of the Company for the 2025 calendar
year will be to continue with the Arbitration process. If the blockade and the Arbitration proceedings are
resolved, any continued exploration
of the Sierra Mojada Property ultimately may require the Company to raise additional capital, identify other sources of
funding or identify
a strategic partner, or other strategic alternatives. The Company is also continuing to seek out other exploration projects for potential
development and investment.
9 

 
Sierra Mojada Project
Location, Access and Infrastructure
The Sierra Mojada Project is located within
a mining district known as the Sierra Mojada District. The Sierra Mojada District is located in the west–central
part of the state
of Coahuila, Mexico, near the Coahuila-Chihuahua state border approximately 200 kilometers south of the Big Bend of the Rio Grande
River.
The principal mining area extends for approximately five kilometers in an east-west direction along the base of the precipitous, 1,000-meter-high
Sierra Mojada Range.
The Sierra Mojada Project site is situated
to the south of the village of Esmeralda, on the northern side of a major escarpment that forms the northern
margin of the Sierra Mojada
range. In general, the site is approximately 1,500 meters above sea level. The project is accessible by paved road from the city
of Torreon,
Coahuila, which lies approximately 250 kilometers to the south. Esmerelda is served by a rail spur of the Coahuila Durango railroad. There
is
an airstrip east of Esmeralda, although its availability is limited, and another airstrip at the nearby Peñoles plant, which
the Company can use occasionally.
The Sierra Mojada District has high voltage electric power supplied by the national power company, Comisión
Federal de Electricidad, C.F.E., and is
supplied water by the municipality of Sierra Mojada. Although power levels are sufficient for
current operations and exploration, future development of the
project, if any, may require additional power supplies to be sourced.
Sierra Mojada Project facilities in Mexico include
offices, accommodation for employees, workshops, warehouse buildings and exploration equipment
located at Calle Mina #1, La Esmeralda,
Coahuila, Mexico.
The map below shows the
location of the Sierra Mojada Project:
 
 
10 

 
The map below shows the
concessions of the Sierra Mojada Project:
Property History
Silver and lead were first discovered by a
foraging party in 1879, and mining through 1886 consisted of native silver, silver chloride, and lead carbonate
ores. After 1886, silver-lead-zinc-copper
sulphide ores within limestone and sandstone units were produced. No accurate production history has been found
for historical mining
during this period.
Approximately 100 years ago, zinc silicate
 and zinc carbonate minerals (“Zinc Manto Zone”) were discovered underlying the silver-lead mineralized
horizon. The Zinc Manto
Zone is predominantly zinc dominated, but with subordinate lead-rich manto and is principally situated in the footwall rocks of
the Sierra
Mojada Fault System. Since discovery and until 1990, zinc, silver, and lead ores were mined from various mines along the strike of the
deposit,
including from the Sierra Mojada Property. Ores mined from within these areas were hand-sorted, and the concentrate shipped mostly
to smelters in the
United States.
Activity during the period of 1956 to 1990
consisted of operations by the Mineros Norteños and operations by individual owners and operators of pre-
existing mines. The Mineros
Norteños operated the San Salvador, Encantada, Fronteriza, Esmeralda, and Parrena mines, and shipped oxide zinc ore to Zinc
National’s
smelter in Monterrey, while copper and silver ore were shipped to smelters in Mexico and the United States.
It is estimated that over 45 mines have produced
ore from underground workings throughout the approximately five kilometers by two-kilometer area that
comprises the Sierra Mojada District.
It is estimated that since its discovery in 1879, the Sierra Mojada District has produced approximately 10 million tons
of silver, zinc,
lead and copper ore. The Sierra Mojada District does not have a mill to concentrate ore, and all mining conducted thus far has been limited
to selectively mined ore of sufficient grade to direct ship to smelters. The Company believes that mill-grade mineralization that was
not mined remains
available for extraction. No mining operations are currently active within the area of the Sierra Mojada District, except
for a dolomite quarry by Peñoles
near Esmeralda.
In the 1990s, Kennecott Copper Corporation
 (“Kennecott”) had a joint venture agreement with USMX, Inc. (“USMX”) involving its Sierra Mojada
concessions.
Kennecott terminated the joint venture in approximately 1995. Metalline entered into a Joint Exploration and Development Agreement with
USMX in July 1996 involving USMX’s Sierra Mojada concessions. In 1998, Metalline purchased the Sierra Mojada and the USMX concessions,
and the
joint exploration and development agreement was terminated. Metalline also purchased certain other concessions during this time
 and conducted
exploration for copper and silver mineralization from 1997 through 1999.
11 

 
Title and Ownership Rights
The Sierra Mojada Project is comprised of 20
concessions consisting of 6,496 hectares (about 16,052 acres). The Company periodically obtains additional
concessions in the Sierra Mojada
Project area, and whether it will continue to hold these additional concessions will depend on future exploration work and
exploration
results and its ability to obtain financing. As in prior years, the Company continually assesses its concession ownership, and may terminate
its
rights to certain concessions holdings.
Each mining concession enables Silver Bull
to explore the underlying concession in consideration for the payment of a semi-annual fee to the Mexican
government and completion of
certain annual assessment work. Annual assessment work in excess of statutory annual requirements can be carried forward
and applied to
future periods.
Ownership of a concession provides the owner
with exclusive exploration and exploitation rights to all minerals located on the concessions, but does not
include the surface rights
 to the real property. Therefore, the Company will need to negotiate any necessary agreements with the appropriate surface
landowners if
it is determined that a mining operation is feasible for the concessions. The Company owns surface rights to five lots in the Sierra Mojada
Property (Sierra Mojada lot #1, #3, #4, #6 and #7) but anticipates that it will be required to obtain additional surface rights if it
is determined that a mining
operation is feasible.
Geology and Mineralization
The Sierra Mojada concessions contain a mineral
system which can be separated into two distinct zones: a silver-rich zone (the “Silver Zone”) and a zinc-
rich zone (the “Zinc
Zone”). These two zones lie along the Sierra Mojada Fault which trends east–west along the base of the Sierra Mojada range.
The
majority of the mineralization identified to date is seen as oxide, which has been derived from primary “sulphide” bodies
that have been oxidized and
remained in situ or remobilized into porous and fractured rock along the Sierra Mojada Fault. The formation
of the Silver Zone and the Zinc Zone is a
reflection of the mobility of the metals in the ground water conditions at Sierra Mojada.
The geology of the Sierra Mojada District is
composed of a Cretaceous limestone and dolomite sequence sitting on top of the Jurassic “San Marcos” red
sediments. This sedimentary
sequence was subsequently intruded by Tertiary volcanics, which are considered to be responsible for the mineralization seen
at Sierra
Mojada. Historical mines are dry, and the rocks are competent for the most part. The Company believes that the thickness and attitude
of the
mineral resources could potentially be amenable to high volume mechanized mining methods and low-cost production.
Sierra Mojada Technical Report Summary
(2023)
On January
24, 2023, Archer, Cathro & Associates (1981) Limited and Timothy Barry delivered a technical report summary (the “Sierra Mojada
2023
TRS”) on the silver and zinc mineralization at the Sierra Mojada Project in accordance with subpart 1300 of Regulation S-K.
The Sierra Mojada 2023 TRS
supersedes the prior mineral resources estimate released by the Company on October 30, 2018. The Sierra Mojada
2023 TRS includes an update on the
silver and zinc mineralization, which was estimated from 1,336 diamond
drill holes, 24 reverse circulation drill holes, 9,027 channel samples and 2,346
underground long holes. Using a net smelter return (“NSR”)
economic cut-off, the Sierra Mojada 2023 TRS indicates mineral resources in the optimized pit
of 70.4 million tonnes at an average silver
grade of 38.6 grams/tonne silver, an average zinc percentage of 3.4%, an average copper percentage of 0.04%
and an average lead percentage
of 0.3%. The Sierra Mojada Report used a $13.50/tonne NSR cut-off grade and assumed a silver price of $18.00/ounce and
a zinc price of
$1.20/pound based on a five-year average.
Sampling, Analysis, Quality Control and
Security
The Company’s activities conform to mining
industry standard practices and follow the Best Practices Guidelines of the Canadian Institute of Mining,
Metallurgy, and Petroleum (CIM).
Sampling is directed and supervised by trained and experienced geologists. Drill core and other samples are processed
and logged using
industry standard methods. Standard samples, duplicates and blanks are periodically entered into the stream of samples submitted for
assays,
 and campaigns of re-sampling and duplicate analyses and round-robin inter-laboratory validations are conducted periodically. ALS Chemex
 –
Vancouver (“ALS Chemex”) laboratory is the Company’s independent primary laboratory. ALS Chemex is ISO 9001:2000
certified. All analytical results
that are used in resource models are exclusively from the independent primary laboratory.
Silver Bull’s consultants perform technical
 audits of its operations, including a formal quality assurance/quality control (“QA/QC”) program, and
recommend improvements
 as needed. A systematic program of duplicate sampling and assaying of representative samples from previous exploration
activities was
completed in 2010 under the direction and control of the Company’s consultants. Results of this study acceptably confirm the values
in the
project database used for resource modeling.
The Company formerly operated a sample preparation
and an analytical laboratory at the project that prepared samples for shipment, performed QA/QC
analyses to ensure against cross-contamination
 of samples during preparation and removed most low-value samples from the flow to the primary
laboratory. For cost and other reasons,
the internal laboratory has been shut down.
12 

 
Prior Exploration Activities
Exploration efforts have been focused on two
 primary locations: the Silver Zone and the Zinc Zone. As further described below, various exploration
activities have been conducted at
the Sierra Mojada Project; however, to date, the Company has not established any reserves, and the project remains in the
exploration
stage and may never enter the development stage.
Prior to 2008, exploration efforts largely
focused on the Zinc Zone with surface and underground drilling. In fiscal year 2009, exploration activities were
scaled back and administrative
costs were reduced to conserve capital while the Company tried to secure additional sources of capital resources.
After closing the transaction with Dome in
April 2010, exploration activities at Sierra Mojada primarily focused on the Silver Zone, which lies largely at
surface. By the end of
calendar 2018, approximately 101,000 meters of diamond drilling from surface and 10,000 meters of underground drilling had been
completed.
The silver contained within the Silver Zone
is seen primarily as silver halide minerals. The zinc contained within the Zinc Zone is contained mostly in the
mineral hemimorphite and,
to a lesser amount, in the mineral smithsonite.
2024 Exploration Activities
Due to the continuing blockade by Mineros Norteños
 previously mentioned under the “Illegal Blockade of Sierra Mojada Property” and the “ICSID
Arbitration” sections
of this Annual Report on Form 10-K, during the year ended October 31, 2024, no drilling was conducted as the program remained
halted.
Airborne
Geophysics
Between September 2018 and November 2018, a
5,297-line kilometer helicopter-borne Versatile Time Domain Electro Magnetic (VTEM) and Magnetic
Geophysical Survey was completed over
the Sierra Mojada Property. The results of this survey aided in refining the design of the drilling program.
Metallurgical Studies
In May 2015, a selection of high-grade zinc
material samples was shipped to a lab in Denver, Colorado for “fine bubble” flotation test work and to a group
in Australia
to assess their proprietary hydrometallurgy process. Previous test work completed by Silver Bull using mechanical flotation has shown
an 87%
recovery of zinc from the white zinc zone to produce a rough concentrate of 43% zinc, and a 72.5% recovery of zinc from the red
zinc zone to produce a
rough concentrate of 30% zinc. The “fine bubble” flotation test work that was performed did not improve
recovery, but based on analysis of the results, it
was determined that the “fine bubble” flotation test process may be able
to be adjusted to improve recovery. Further testing is not planned at this time.
In addition, a metallurgical program was previously
conducted to test the recovery of (i) the silver mineralization using the agitation cyanide leach method
and (ii) the zinc mineralization
using the SART process (sulfidization, acidification, recycling, and thickening). The test work on the Silver Zone focused
on cyanide
leach recovery of the silver using “Bottle Roll” tests to simulate an agitation leach system and to determine the recovery
of (A) low-grade zinc
that occurs in the Silver Zone and (B) high-grade zinc from the Zinc Zone that had been blended with mineralization
from the Silver-rich Zone to the leach
solution. The silver was recovered from the cyanide leach solution using the Merrill Crowe technique,
and the zinc was recovered from the leach solution
using the SART process. The SART process is a metallurgical process that regenerates
and recycles the cyanide used in the leaching process of the silver
and zinc and allows for the recovery of zinc that has been leached
by the cyanide solution. The results showed an overall average silver recovery of 73.2%,
with peak values of 89.0% and an overall average
zinc recovery of 44% in the Silver Zone.
13 

 
Mineral Resources
Under S-K 1300, a mineral resource is defined
as “a concentration or occurrence of material of economic interest in or on the Earth’s crust in such form,
grade or quality,
and quantity that there are reasonable prospects for economic extraction.” A mineral resource is a “reasonable estimate of
mineralization,
taking into account relevant factors such as cut-off grade, likely mining dimensions, location or continuity, that, with
the assumed and justifiable technical
and economic conditions, is likely to, in whole or in part, become economically extractable. It
is not merely an inventory of all mineralization drilled or
sampled.” More information supporting assumptions, methodologies, and
procedures can be found in the Technical Report Summary incorporated by
reference in Exhibit 96.1 to this Annual Report on Form 10-K.
Sierra Mojada - Summary of Silver and Zinc
Mineral Resources at October 31, 2023 Based on $18.00/oz Silver and $1.20/lb Zinc
 
 
Grade
Contained Metal
Cut-off
Metallurgical
Recovery
 
Tonnes (Mt)
Ag (g/t)
Zn (%)
NSR (%/t)
Ag (Moz)
Zn (Mlbs)
NSR ($/t)
Ag
Zn
Measured Mineral Resources
 
52.0
39.2
4.0%
$44.3
65.5
4,589.3
$13.50
73.2%
44%
Indicated Mineral Resources
 
18.4
37.0
1. 9%
$27.3
21.9
764.6
$13.50
73.2%
44%
Measured + Indicated Mineral
Resources
70.4
38.6
3.4%
$39.8
87.4
5,353.9
$13.50
73.2%
44%
Inferred Mineral Resources
0.1
8.8
6.4%
$52.3
0.02
10.7
$13.50
73.2%
44%
 
1)
S-K 1300 definitions were followed for the Mineral Resource.
2)
The Mineral Resource is reported within a conceptual pit-shell using an
NSR cut-off value of US$13.50/tonne.
3)
Mineral Resources are not reserves and do not demonstrate economic viability.
4)
Tonnages are reported to the nearest 100,000 tonne. Grades are rounded to
the nearest decimal place.
5)
Rounding as required by reporting guidelines may result in apparent summation
differences between tonnes, grade, and contained metal.
6)
Tonnages and grades are as reported directly from block model; with mined
out areas removed.
 
Competition and Mineral Prices
Mineral Prices
Silver and zinc are commodities, and
their prices are volatile. From January 1, 2024 to December 31, 2024   the price of silver ranged from a low
of $22.12
per troy ounce to a high of $34.85 per troy ounce, and from January 1, 2024 to December 31, 2024 the price of zinc
ranged from a low of $2,360 per tonne
to a high of $3,105 per tonne. Silver and zinc prices are affected by many factors beyond
the Company’s control, including prevailing interest rates and
returns on other asset classes, expectations regarding inflation,
speculation, currency values, governmental decisions regarding the disposal of precious
metals stockpiles, global and regional
demand and production, political and economic conditions and other factors. The competitive nature of the business
and the risks
faced are discussed further in the “Risk Factors – Risks Related to the Company’s Business” section
below.
14 

 
The following tables set forth, for the periods
indicated, high and low silver and zinc prices on the London Metal Exchange in U.S. dollars per troy ounce
and per tonne, respectively.
On October 31, 2024, the closing price of silver was $32.66 per troy ounce. On October 31, 2024, the closing price of zinc was
$3,105 per tonne.
Calendar
 
Silver
(per troy ounce)
Year
 
High
 
Low
2017
 
$18.56
 
$15.22
2018
 
$17.52
 
$13.97
2019
 
$19.31
 
$14.38
2020
 
$28.89
 
$12.00
2021
 
$29.58
 
$21.52
2022
 
$26.17
 
$17.77
2023
 
$26.03
 
$20.09
2024
 
$34.85
 
$22.12
 
 
 
 
 
Calendar
 
Zinc
(per tonne)
Year
 
High
 
Low
2017
 
$3,264
 
$2,573
2018
 
$3,533
 
$2,434
2019
 
$2,932
 
$2,272
2020
 
$2,780
 
$1,903
2021
 
$3,399
 
$2,705
2022
 
$4,360
 
$2,967
2023
 
$3,309
 
$2,404
2024
 
$3,105
 
$2,360
 
Competition
The mining industry is highly competitive.
Silver Bull competes with other mining and exploration companies in the acquisition and exploration of mineral
properties. There is competition
 for a limited number of mineral property acquisition opportunities, some of which is with other companies having
substantially greater
financial resources, staff and facilities than the Company does. As a result, there may be difficulty acquiring attractive exploration
properties, staking claims related to the Company’s properties and exploring properties. The Company’s competitive position
depends upon its ability to
successfully and economically acquire and explore new and existing mineral properties.
Government Regulation
Mineral exploration activities are subject
to various national, state/provincial, and local laws and regulations, which govern prospecting, development,
mining, production, exports,
taxes, labor standards, occupational health, waste disposal, protection of the environment, mine safety, hazardous substances
and other
matters. Similarly, if any of the Company’s properties are developed and/or mined, those activities are also subject to significant
governmental
regulation and oversight. Silver Bull plans to obtain the licenses, permits and other authorizations currently required to
conduct its exploration programs.
The Company believes that it is in compliance in all material respects with applicable mining, health,
safety and environmental statutes and the regulations
applicable to the mineral interests held in Mexico.
Environment Regulations
The Company’s activities are subject
 to various national and local laws and regulations governing protection of the environment. These laws are
continually changing and, in
general, are becoming more restrictive. Silver Bull intends to conduct business in a way that safeguards public health and the
environment
and is in compliance with applicable laws and regulations.
Changes to current state or federal laws and
regulations in Mexico could, in the future, require additional capital expenditures and increased operating
and/or reclamation costs.
Although the Company is unable to predict what additional legislation, if any, might be proposed or enacted, additional regulatory
requirements
could impact the economics of its projects.
During fiscal year 2024, Silver Bull had no
material environmental incidents or non-compliance with any applicable environmental regulations.
Employees
Silver Bull has two employees. Minera Metalin,
its wholly owned operating subsidiary in Mexico, currently has one full-time employee.
15 

 
Corporate Offices
Silver Bull’s corporate office is located
at 777 Dunsmuir Street, Suite 1605, Vancouver, British Columbia, Canada V7Y 1K4, telephone number is (604)
687-5800.
Available Information
The Company maintains a website at http://www.silverbullresources.com.
The information on the website is not incorporated by reference in this Annual
Report on Form 10-K. The Company makes available on
or through its website certain reports and amendments to those reports that are filed with or
furnished to the SEC in accordance with
the Exchange Act. Readers may also obtain this information from the SEC’s website, http://www.sec.gov.
Item 1A.
RISK FACTORS
A purchase of the Company’s securities
involves a high degree of risk. The Company’s business or operating or financial condition could be harmed due to
any of the following
 risks. Accordingly, investors should carefully consider these risks in making a decision as to whether to purchase, sell or hold
securities
of the Company. In addition, investors should note that the risks described below are not the only risks facing the Company. Additional
risks not
presently known to the Company, or risks that do not seem significant today, may impair business operations in the future. Readers
 should carefully
consider the risks described below, as well as the other information contained in this Annual Report on Form 10-K
and the documents incorporated by
reference herein, before making a decision to invest in securities of the Company.
Risk factors are grouped into the following
categories:
Risks Relating to the Company’s Business;
Risks Relating to the Mineral Exploration Industry; and
Risks Relating to the Company’s Common Stock;
RISKS RELATING TO THE COMPANY’S BUSINESS:
There is substantial doubt about whether
the Company can continue as a going concern.
To date, the Company has earned no revenues
and has incurred accumulated net losses of $138,814,000. In addition, the Company has limited financial
resources. As of October 31,
2024, the Company had cash and cash equivalents of $546,000 and working capital of $327,000. Continuation as a going
concern is
dependent upon the continued payment of Arbitration-related costs by Bench Walk 23P, L.P., a Delaware limited partnership (“Bench
Walk”),
under the Funding Agreement and achieving future financing or strategic transactions. However, there is no assurance
that the Funding Agreement will not
be terminated or that the Company will have the ability to be successful pursuing a financing
or strategic transaction. Accordingly, there is substantial
doubt as to whether existing cash resources and working capital are
sufficient to enable the Company to continue its operations for the next 12 months as a
going concern. Ultimately, in the event
that the Funding Agreement is terminated, and the Company cannot obtain additional financial resources, or achieve
profitable operations,
it may have to liquidate its business interests and investors may lose their investment. The accompanying consolidated financial
statements have been prepared assuming that the Company will continue as a going concern. The consolidated financial statements
do not include any
adjustments that may result from the outcome of this uncertainty. Such adjustments could be material.
The Company may have difficulty meeting
its current and future capital requirements.
The Company’s management
and the board of directors monitor overall costs and expenses and, if necessary, adjust programs and planned expenditures in
an attempt
to ensure that the Company has sufficient operating capital. The Company continues to evaluate its costs and planned expenditures for
its
ongoing Arbitration and exploration efforts at the Sierra Mojada Project. Even with the Funding Agreement in place to cover the costs
of the Arbitration
process, and additional financial resources from the recently closed private placement, the continued exploration and
possible development of the Sierra
Mojada Project and the Arbitration claim may require significant amounts of additional capital. If
the Company is unable to fund future operations by way
of financings, including public or private offerings of equity or debt securities,
it will need to reorganize or significantly reduce its operations, which may
result in an adverse impact on the Company’s business,
financial condition and exploration activities. The Company does not have a credit, off-take or
other commercial financing arrangement
in place that would finance continued evaluation or development of the Sierra Mojada Project, and the Company
believes that securing credit
for this project may be difficult. Moreover, equity financing may not be available on attractive terms and, if available, will
likely
result in significant dilution to existing stockholders.
16 

 
The Company is a mineral exploration
stage company with no history of operations.
While exploration efforts to date have demonstrated
positive results, the Company remains an exploration stage enterprise engaged in mineral exploration
in Mexico. The Company has a very
limited operating history and is subject to all the risks inherent in a new business enterprise. To date, the Company has
had no revenues
and has relied upon equity financing, South32 funding, Arbitration funding and sales of investments to fund its operations. The likelihood
of success must be considered in light of the problems, expenses, difficulties, complications, and delays frequently encountered in connection
with an
exploration stage business, and the competitive and regulatory environment in which the Company operates and will operate, such
as under-capitalization,
personnel limitations, and limited financing sources.
Mineral resource estimates may not be
reliable.
There are numerous uncertainties inherent in
 estimating quantities of mineral resources such as silver, zinc, lead, and copper, including many factors
beyond the Company’s control,
and no absolute assurance can be given that the recovery of mineral resources will be realized as projected. In general,
estimates of
mineral resources are based upon a number of factors and assumptions made as of the date on which the estimates were determined, including:
geological and engineering estimates that have inherent uncertainties;
the assumed effects of regulation by governmental agencies;
the judgment of the engineers preparing the estimate;
estimates of future metals prices and operating costs;
the quality and quantity of available data;
the interpretation of that data; and
the accuracy of various mandated economic assumptions, all of which may vary considerably
from actual results.
All estimates are, to some degree, uncertain.
For these reasons, estimates of the recoverable mineral resources prepared by different engineers or by the
same engineers at different
 times may vary. As such, there is uncertainty in any mineral resource estimate, and actual deposits encountered and the
economic viability
of a deposit may differ from the Company’s estimates.
The Company’s business plan is
highly speculative, and its success largely depends on the successful exploration of the Sierra Mojada concessions.
The Company’s business plan has been
focused on exploring the Sierra Mojada concessions to identify reserves and, if appropriate, to ultimately develop
each property. Although
the Company has reported mineral resources on the Sierra Mojada Project, it has not established any reserves and remains in the
exploration
stage. The Company may never enter the development or production stage. Exploration of mineralization and determination of whether the
mineralization might be extracted profitably is highly speculative, and it may take a number of years until production is possible, during
which time the
economic viability of the project may change. Substantial expenditures are required to establish reserves, extract metals
from ore and construct mining and
processing facilities.
The Sierra Mojada Project is subject to all
 of the risks inherent in mineral exploration and development. The economic feasibility of any mineral
exploration and/or development project
is based upon, among other things, estimates of the size and grade of mineral reserves, proximity to infrastructures
and other resources
(such as water and power), anticipated production rates, capital and operating costs, and metals prices. To advance from an exploration
project to a development project, the Company will need to overcome various hurdles, including completing favorable feasibility studies,
 securing
necessary permits, and raising significant additional capital to fund activities. There can be no assurance that the Company
 will be successful in
overcoming these hurdles. Because of the Company’s focus on the Sierra Mojada Project and its proximity to
Torreon, Mexico, the success of its operations
and profitability may be disproportionately exposed to the impact of adverse conditions
unique to the region.
Due to the Company’s history of
operating losses, it is uncertain that it will be able to maintain sufficient cash to accomplish its business objectives.
During the fiscal years ended October 31,
2024 and 2023, the Company incurred net losses of $169,000 and $1,251,000 respectively. At October 31, 2024,
the Company had
stockholders’ equity of $5,543,000 and cash and cash equivalents of $546,000. If the blockade is resolved, significant amounts
of capital
would be required to continue to explore and potentially develop the Sierra Mojada concessions. The Company is not engaged
in any revenue-producing
activities and does not expect to be in the near future. Currently, potential sources of funding consist
of the sale of additional equity securities, entering into
joint venture agreements or selling a portion of the Company’s
interests in its assets. There is no assurance that any additional capital that the Company will
require will be obtainable on
terms acceptable to it, if at all. Failure to obtain such additional financing could result in delays or indefinite postponement
of
further exploration of the projects. Additional financing, if available, will likely result in substantial dilution to existing
stockholders.
17 

 
Exploration activities require significant
amounts of capital that may not be recovered.
Mineral exploration activities are subject
to many risks, including the risk that no commercially productive or extractable resources will be encountered.
There can be no assurance
that the Company’s activities will ultimately lead to an economically feasible project or that it will recover all or any portion
of
its investment. Mineral exploration often involves unprofitable efforts, including drilling operations that ultimately do not further
exploration efforts. The
cost of minerals exploration is often uncertain, and cost overruns are common. Drilling and exploration operations
may be curtailed, delayed or canceled as
a result of numerous factors, many of which are beyond the Company’s control, including
title problems, weather conditions, protests, compliance with
governmental requirements, including permitting issues, and shortages or
delays in the delivery of equipment and services.
The Company’s financial condition
could be adversely affected by changes in currency exchange rates, especially between the U.S. dollar and each of
the Mexican peso (“$MXN”)
and the Canadian dollar (“$CDN”) given its focus on the Sierra Mojada Project in Mexico and the corporate office in
Vancouver,
Canada.
The Company’s financial condition is
 affected in part by currency exchange rates, as portions of its exploration costs in Mexico and general and
administration costs in Canada
are denominated in the local currency. A weakening U.S. dollar relative to the $MXN and $CDN will have the effect of
increasing exploration
costs and general and administration costs while a strengthening U.S. dollar will have the effect of reducing exploration costs and
general
and administration costs. The exchange rates between the $CDN and the U.S. dollar and between the $MXN and U.S. dollar have fluctuated
widely
in response to international political conditions, general economic conditions and other factors beyond the Company’s control.
The Company shares certain key officers
and directors with Arras, which means that those officers do not devote their full time and attention to its
affairs, and the overlap
may give rise to conflicts of interest.
The Company’s Chief Executive Officer
and President, Timothy Barry and Chief Financial Officer, Christopher Richards also serve as President and Chief
Executive Officer, and
Chief Financial Officer of Arras, respectively. As a result, the Company’s executive officers do not devote their full time and
attention to the Company’s affairs. There may be circumstances in which the Company’s executive officers are compelled to
spend a significant portion of
their time and attention to Arras’ affairs, which may mean that they are unable to devote sufficient
 time to the Company’s affairs. Furthermore, the
Company’s Chairman, Brian Edgar, also serves as Chairman of Arras, and Timothy
Barry is also a director of Arras. The overlapping officers and directors
may have actual or apparent conflicts of interest with respect
to matters involving or affecting each company. For example, conflicts may arise if there are
issues or disputes under commercial arrangements
that may exist between Arras and the Company. Any failure of the directors or officers of the Company
to address these conflicts in an
appropriate manner or to allocate opportunities that they become aware of to the Company could have a material adverse
effect on the Company’s
business, financial condition, results of operations, cash flows or prospects.
The Company needs and relies upon key
personnel.
Presently, the Company employs a limited number
of full-time employees, utilizes outside consultants, and in large part relies on the efforts of its officers
and directors. Success will
depend, in part, upon the ability to attract and retain qualified employees. In particular, the Company has only two executive
officers:
Timothy Barry and Christopher Richards, and the loss of the services of either of these would adversely affect the Company’s business.
The Company is exposed to information
systems and cybersecurity risks.
The Company’s information systems (including
 those of any of its counterparties) may be vulnerable to the increasing threat of continually evolving
cybersecurity risks. Unauthorized
parties may attempt to gain access to these systems or information through fraud or other means of deception. The
Company’s operations
depend, in part, on how well it and its counterparties protect networks, equipment, information technology systems and software
against
damage from threats. The failure of information systems or a component of information systems could, depending on the nature of any such
failure,
adversely impact the Company’s reputation and results of operations. There can be no assurance that the Company or its
counterparties will not incur such
losses in the future. The Company’s risk and exposure to these matters cannot be fully mitigated
because of, among other things, the evolving nature of
these threats. As a result, cybersecurity and the continued development and enhancement
of controls, processes and practices designed to protect systems,
computers, software, data and networks from attack, damage or unauthorized
access remain an area of attention.
18 

 
RISKS RELATING TO THE MINERAL EXPLORATION
INDUSTRY:
There are inherent risks in the mineral
exploration industry.
The Company is subject to all of the risks
inherent in the minerals exploration industry, including, without limitation, the following:
competition from a large number of companies, most of which are significantly larger than
the Company, in the acquisition, exploration, and
development of mining properties;
the possible inability to raise enough money to pay the fees and taxes and perform the labor
necessary to maintain the Company’s concessions in
good status;
exploration for minerals is highly speculative, involves substantial risks and is frequently
unproductive, even when conducted on properties known
to contain significant quantities of mineralization, and the Company’s exploration
projects may not result in the discovery of commercially
mineable deposits of ore;
the probability of an individual prospect ever having reserves that meet the requirements
for reporting under S-K 1300 is remote, and any funds
spent on exploration may be lost;
the Company’s operations are subject to a variety of existing laws and regulations
relating to exploration and development, permitting procedures,
safety precautions, property reclamation, employee health and safety,
air quality standards, pollution and other environmental protection controls,
and it may not be able to comply with these regulations
and controls; and
a large number of factors beyond the Company’s control, including fluctuations in
metal prices, inflation, and other economic conditions, will affect
the economic feasibility of mining.
Metals prices are subject to extreme
fluctuation.
The Company’s activities are influenced
by the prices of commodities, including silver, zinc, lead, copper and other metals. These prices fluctuate widely
and are affected by
numerous factors beyond the Company’s control, including interest rates, expectations for inflation, speculation, currency values
(in
particular, the strength of the U.S. dollar), global and regional demand, political and economic conditions and production costs in
major metal-producing
regions of the world.
The Company’s ability to establish reserves
through its exploration activities, its future profitability and long-term viability depend, in large part, on the
market prices of silver,
zinc, lead, copper and other metals. The market prices for these metals are volatile and are affected by numerous factors beyond the
Company’s
control, including:
global or regional consumption patterns;
supply of, and demand for, silver, zinc, lead, copper and other metals;
speculative activities and producer hedging activities;
expectations for inflation;
political and economic conditions; and
supply of, and demand for, consumables required for production.
Future weakness in the global economy could
increase volatility in metals prices or depress metals prices, which could in turn reduce the value of the
Company’s properties,
make it more difficult to raise additional capital, and make it uneconomical for it to continue its exploration activities.
There are inherent risks with foreign
operations.
The Company’s business activities are
primarily conducted in Mexico, and as such, its activities are exposed to various levels of foreign political, economic
and other risks
 and uncertainties. These risks and uncertainties include, but are not limited to, terrorism, hostage taking, military repression, extreme
fluctuations in currency exchange rates, high rates of inflation, labor unrest, war or civil unrest, expropriation and nationalization,
 renegotiation or
nullification of existing concessions, licenses, permits, approvals and contracts, illegal mining, changes in taxation
 policies, restrictions on foreign
exchange and repatriation, changing political conditions (including, potential instability if the United
States or Mexico withdraws from the United States-
Mexico-Canada Agreement), currency controls and governmental regulations that favor
or require the rewarding of contracts to local contractors or require
foreign contractors to employ citizens of, or purchase supplies
from, a particular jurisdiction.
19 

 
Changes, if any, in mining or investment policies
or shifts in political attitude in Mexico may adversely affect the Company’s exploration and possible
future development activities.
The Company may also be affected to varying degrees by government regulations with respect to, but not limited to, foreign
investment,
maintenance of claims, environmental legislation, land use, land claims of local people, water use and mine safety. Failure to comply
strictly
with applicable laws, regulations and local practices relating to mineral right applications and tenure could result in loss,
reduction or expropriation of
entitlements, or the imposition of additional local or foreign parties as joint venture partners with carried
or other interests.
The occurrence of these various factors and
uncertainties cannot be accurately predicted and could have an adverse effect on the Company’s operations. In
addition, legislation
in the United States, Canada or Mexico regulating foreign trade, investment and taxation could have a material adverse effect on the
Company’s
financial condition.
The Sierra Mojada Project is located
in Mexico and is subject to varying levels of political, economic, legal and other risks.
The Sierra Mojada Project is in Mexico. Mexico
has been subject to political instability, changes and uncertainties that have resulted in changes to existing
governmental regulations
affecting mineral exploration and mining activities. Mexico’s status as a developing country may make it more difficult for the
Company to obtain any required financing for the Sierra Mojada Project or other projects in Mexico in the future. The Sierra Mojada Project
is also subject
to a variety of governmental regulations governing health and worker safety, employment standards, waste disposal, protection
 of historic and
archaeological sites, mine development, protection of endangered and protected species and other matters. Mexican regulators
have broad authority to shut
down and/or levy fines against facilities that do not comply with regulations or standards.
The Company’s exploration activities
in Mexico have been adversely affected by changing government regulations relating to the mining industry and
shifts in political conditions
that have impacted the Company’s ability to continue to advance the Sierra Mojada Project. Additional changes, if any, in
mining
or investment policies or shifts in political attitude may adversely affect the Company’s financial condition. Expansion of the
Company’s activities
will be subject to the need to obtain sufficient access to adequate supplies of water and assure the availability
of sufficient power and surface rights that
could be affected by government policy and competing operations in the area.
The Company also has litigation risk with respect
to its operations. See Part I, Item 3 – Legal Proceedings of this Annual Report on Form 10-K for an
explanation of material
legal proceedings to which Silver Bull or its subsidiaries have been a party.
The occurrence of these various factors and
uncertainties cannot be accurately predicted and could have an adverse effect on the Company’s financial
condition. Future changes
in applicable laws and regulations or changes in their enforcement or regulatory interpretation could negatively impact current or
planned
exploration activities with the Sierra Mojada Project or in respect to any other projects in which the Company becomes involved in Mexico.
Any
failure to comply with applicable laws and regulations, even if inadvertent, could result in the interruption of exploration operations
or material fines,
penalties or other liabilities.
Title to the Company’s properties
may be challenged or defective.
The Company’s future operations, including
any activities at the Sierra Mojada Project and other exploration activities, will require additional permits from
various governmental
authorities. The Company’s operations are and will continue to be governed by laws and regulations governing prospecting, mineral
exploration, exports, taxes, labor standards, occupational health, waste disposal, toxic substances, land use, environmental protection,
mine safety, mining
royalties and other matters. There can be no assurance that the Company will be able to acquire all required licenses,
 permits or property rights on
reasonable terms or in a timely manner, or at all, that such terms will not be adversely changed, that required
extensions will be granted, or that the issuance
of such licenses, permits or property rights will not be challenged by third parties.
The Company attempts to confirm the validity
of its rights of title to, or contract rights with respect to, each mineral property in which it has a material
interest. However, the
Company cannot guarantee that title to its properties will not be challenged. The Sierra Mojada Property may be subject to prior
unregistered
agreements, interests or native land claims, and title may be affected by undetected defects. There may be valid challenges to the title
of any of
the claims comprising the Sierra Mojada Property that, if successful, could impair possible development and/or operations with
respect to such properties in
the future. Challenges to permits or property rights (whether successful or unsuccessful), changes to the
terms of permits or property rights, or a failure to
comply with the terms of any permits or property rights that have been obtained could
have a material adverse effect on business by delaying or preventing
or making continued operations economically unfeasible.
A title defect could result in Silver Bull
losing all or a portion of its right, title, and interest to and in the properties to which the title defect relates. Title
insurance
 generally is not available, and the Company’s ability to ensure that it has obtained secure title to individual mineral properties
 or mining
concessions may be severely constrained. In addition, the Company may be unable to operate its properties as permitted or to
enforce its rights with respect
to its properties. The Company annually monitors the official mining records in Mexico City to determine
if there are annotations indicating the existence
of a legal challenge against the validity of any of its concessions. As of January 2025,
and to the best of the Company’s knowledge, there are no such
annotations, nor is the Company aware of any challenges from the government
or from third parties, except for the matters described in Part I, Item 3 –
Legal Proceedings.
20 

 
In addition, in connection with the purchase
of certain mining concessions, Silver Bull agreed to pay a net royalty interest on revenue from future mineral
sales on certain concessions
at the Sierra Mojada Project, including concessions on which a significant portion of its mineral resources are located. The
aggregate
amount payable under this royalty is capped at $6.875 million (the “Royalty”), an amount that will only be reached if there
is significant future
production from the concessions. As noted in Part I, Item 3 (Legal Proceedings), this Royalty is currently the subject
of a dispute with a local cooperative.
In addition, records from prior management indicate that additional royalty interests may have
been created, although the continued applicability and scope
of these interests are uncertain. The existence of these royalty interests
 may have a material effect on the economic feasibility of potential future
development of the Sierra Mojada Project.
The Company is subject to complex environmental
and other regulatory risks, which could expose it to significant liability and delay and potentially the
suspension or termination of
exploration efforts.
The Company’s mineral exploration activities
 are subject to federal, state and local environmental regulations in the jurisdictions where its mineral
properties are located. These
regulations mandate, among other things, the maintenance of air and water quality standards and land reclamation. They also
set forth
limitations on the generation, transportation, storage and disposal of solid and hazardous waste. No assurance can be given that environmental
standards imposed by these governments will not be changed, thereby possibly materially adversely affecting the Company’s proposed
 activities.
Compliance with these environmental requirements may also necessitate significant capital outlays or may materially affect
the Company’s earning power.
Environmental legislation is evolving in a
manner that will require stricter standards and enforcement, increased fines and penalties for non-compliance,
more stringent environmental
assessments of proposed projects, and a heightened degree of responsibility for companies and their officers, directors and
employees.
As a result of recent changes in environmental laws in Mexico, for example, more legal actions supported or sponsored by non-governmental
groups interested in halting projects may be filed against companies operating in all industrial sectors, including the mining sector.
Mexican projects are
also subject to the environmental agreements entered into by Mexico, the United States and Canada in connection with
the United States-Mexico-Canada
Agreement.
Future changes in environmental regulations
in the jurisdictions where the Company’s projects are located may adversely affect its exploration activities,
make them prohibitively
expensive, or prohibit them altogether. Environmental hazards may exist on the properties in which the Company currently holds
interests,
such as the Sierra Mojada Project, or may hold interests in the future, that are unknown to it at present and that have been caused by
it or previous
owners or operators, or that may have occurred naturally. The Company may be liable for remediating any damage that it
may have caused. The liability
could include costs for removing or remediating the release and damage to natural resources, including
ground water, as well as the payment of fines and
penalties.
The Company’s industry is highly
competitive, attractive mineral properties and property concessions are scarce, and it may not be able to obtain
quality properties or
concessions.
The Company competes with other mining and
 exploration companies in the acquisition of mineral properties and property concessions. There is
competition for a limited number of
attractive mineral property acquisition opportunities, some of which is with other companies having substantially
greater financial resources,
staff and facilities than the Company. As a result, the Company may have difficulty acquiring quality mineral properties or
property concessions.
The Company may face a shortage of water.
Water is essential in all phases of the exploration
and development of mineral properties. It is used in such processes as exploration, drilling, leaching,
placer mining, dredging, testing,
and hydraulic mining. Both the lack of available water and the cost of acquisition may make an otherwise viable project
economically impossible
to complete. In November 2013, Silver Bull was granted the right to exploit up to 3.5 million cubic meters of water per year from
six
different well sites by the water regulatory body in Mexico, La Comisión Nacional del Agua, but it has yet to be determined if
the six well sites can
produce this much water over a sustained period of time.
The Company’s non-operating properties
are subject to various hazards.
The Company is subject to risks and hazards,
including environmental hazards, possible encounters with unusual or unexpected geological formations,
cave-ins, flooding and earthquakes,
and periodic interruptions due to inclement or hazardous weather conditions. These occurrences could result in damage
to, or the destruction
of, mineral properties or future production facilities, personal injury or death, environmental damage, delays in exploration activities,
asset write-downs, monetary losses and possible legal liability. The Company may not be insured against all losses or liabilities, either
 because such
insurance is unavailable or because it has elected not to purchase such insurance due to high premium costs or other reasons.
Although the Company
maintains insurance in an amount that it considers to be adequate, liabilities might exceed policy limits, in which
event the Company could incur significant
costs that could adversely affect its activities. The realization of any significant liabilities
in connection with the Company’s activities as described above
could negatively affect its activities and the price of its common
stock.
21 

 
RISKS RELATING TO THE COMPANY’S COMMON
STOCK:
Further equity financings may lead to
the dilution of the Company’s common stock.
In order to finance future operations, the
Company may raise funds through the issuance of common stock or the issuance of debt instruments or other
securities convertible into
common stock. The Company cannot predict the size of future issuances of common stock or the size and terms of future
issuances of debt
instruments or other securities convertible into common stock or the effect, if any, that future issuances and sales of the Company’s
securities will have on the market price of its common stock. Any transaction involving the issuance of previously authorized but unissued
shares, or
securities convertible into common stock, would result in dilution, possibly substantial, to present and prospective security
holders. Demand for equity
securities in the mining industry has been weak; therefore, equity financing may not be available on attractive
terms and, if available, will likely result in
significant dilution to existing shareholders.
No dividends are anticipated.
At the present time, the Company does not anticipate
paying dividends, cash or otherwise, on its common stock in the foreseeable future. Future dividends
will depend on the Company’s
 earnings, if any, its financial requirements and other factors. There can be no assurance that the Company will pay
dividends.
The Company’s stock price can be
very volatile.
The common stock of the Company is listed on
the TSX and trades on the OTCQB. The trading price of the Company’s common stock has been, and could
continue to be, subject to
wide fluctuations in response to announcements of its business developments, results and progress of its exploration activities at
the
Sierra Mojada Project, progress reports on its exploration activities, and other events or factors. In addition, stock markets have experienced
significant
price volatility in recent months and years. This volatility has had a substantial effect on the share prices of companies,
at times for reasons unrelated to
their operating performance. These fluctuations could be in response to:
volatility in metal prices;
political developments in the foreign countries in which its properties are located; and
news reports relating to trends in the industry or general economic conditions.
These broad market and industry fluctuations
may adversely affect the price of the Company’s common stock, regardless of its operating performance.
The Company cannot make any predictions or
projections as to what the prevailing market price for its common stock will be at any time, including as to
whether its common stock
will achieve or remain at levels at or near its offering price, or as to what effect the sale of shares or the availability of common
stock for sale at any time will have on the prevailing market price.
Item 1B.
UNRESOLVED STAFF COMMENTS
None.
Item 1C.
CYBERSECURITY
Globally, organizations are encountering cybersecurity
incidents with growing frequency, and the nature of these threats is becoming more sophisticated
and constantly changing. The Company
 recognizes the importance of developing, implementing and maintaining strong cybersecurity policies and
processes to protect the Company’s
information systems and the confidentiality, integrity and accessibility and availability of its data.
22 

 
Risk Management and Strategy
Managing Material Risks & Integrated
Overall Risk Management
The Company has developed and maintained policies,
 procedures and controls to mitigate material risks from cybersecurity threats, and assesses and
discloses information to investors concerning
 material cybersecurity incidents. Further, the Company has strategically integrated cybersecurity risk
management into its broader risk
management framework to promote awareness and attention to cybersecurity risk management Company wide. The
information technology (“IT”)
 consultant (the “IT Consultant”) of the Company evaluates the effectiveness of the data and information systems, an
important
purpose of which is to protect the data and information systems from security threats. The evaluation stratifies IT systems based on the
risk and
severity of potential security breaches related to the data handled and assesses the effectiveness of the systems in safeguarding
against cyber threats. The
evaluation includes attributes such as physical security, network security, host security, application security
and data security.
The IT Consultant reports directly to the CFO
to review the Company’s information security and cybersecurity risks. Despite these efforts, no system is
impenetrable, and the
Company cannot provide assurances that it will prevent every attack or timely detect every incident.
Engage Third Parties on Cyber-Risk Management
The Company has engaged third parties that
supply IT services or have access to its systems or data to adhere to the Company’s security policies. These
third parties provide
detailed information on their established security controls via the Company’s risk assessment process. Specific certification may
be
required of critical third-party IT service providers.
The Company will consider resource and capital
constraints when determining the nature and timing of enhancing its cybersecurity infrastructure.
Risks from Cybersecurity Threats
The Company does not currently identify any
major cybersecurity threats that have materially affected or are reasonably likely to materially affect the
Company (including its business
strategy, results of operations or financial condition).
Governance
Board of Directors Oversight
The Board of Directors recognizes the importance
of information security and mitigating cybersecurity and other data security threats and risks as part of
its efforts to protect and maintain
the confidentiality and security of its employees, service providers, consultants and business associates, as well as non-
public information
about the Company. Although the full Board of Directors has ultimate responsibility with respect to risk management oversight, the
Audit
 Committee of the Company’s Board of Directors is charged with and bears primary responsibility for, among other matters, overseeing
 the
identification and mitigation of cybersecurity risks.
Risk Management Personnel
Primary responsibility for assessing, monitoring,
and managing the Company’s cybersecurity risks rests with the Chief Financial Officer, working in close
coordination with the IT
Consultant of the Company. Both have experience in overseeing IT functions, including cybersecurity. The IT Consultant, Mr.
Robert Carlson,
has worked in the IT industry for over 45 years. He has run an independent IT consulting company for over 40 years. He stays current
in IT
industry standards, trends, and issues. His expertise is critical in designing, implementing, and executing the Company’s
cybersecurity strategies. The IT
Consultant oversees the governance programs in partnership with the CFO, remediates known risks and
leads the Company’s employee training program
around cybersecurity. 
23 

 
 
Item 3.
LEGAL PROCEEDINGS
Mineros Norteños Case
On May 20, 2014, Mineros Norteños
filed an action in the Local First Civil Court in the District of Morelos, State of Chihuahua, Mexico, against the
Company’s subsidiary,
Minera Metalin, claiming that Minera Metalin breached an agreement regarding the development of the Sierra Mojada Property.
Mineros Norteños
sought payment of the Royalty, including interest at a rate of 6% per annum since August 30, 2004, even though no revenue has been
produced from the applicable mining concessions. It also sought payment of wages to the cooperative’s members since August 30,
2004, even though none
of the individuals were hired or performed work for Minera Metalin under this agreement and Minera Metalin did
 not commit to hiring them. On
January 19, 2015, the case was moved to the Third District Court (of federal jurisdiction). On October 4,
2017, the court ruled that Mineros Norteños was
time barred from bringing the case. On October 19, 2017, Mineros Norteños
appealed this ruling. On July 31, 2019, the Federal Appeals Court upheld the
original ruling. This ruling was subsequently challenged
by Mineros Norteños and on January 24, 2020, the Federal Circuit Court ruled that the Federal
Appeals Court must consider
additional factors in its ruling. In March 2020, the Federal Appeals Court upheld the original ruling after considering these
additional
factors. In August 2020, Mineros Norteños appealed this ruling, which appeal the Company timely responded and objected to on October 5,
2020. On March 26, 2021, the Federal Circuit Court issued a final and conclusive resolution, affirming the Federal Appeals Court decision.
Despite the
judgments in favour of the Company, Mineros Norteños has continued to block access to the facilities at Sierra Mojada
since September 2019.  The
Company has filed criminal complaints with the State of Coahuila, federal and state authorities have been
 contacted to intervene and terminate the
blockade, and the Company has attempted to negotiate with Mineros Norteños, without resolution
to date. The Company has not accrued any amounts in its
consolidated financial statements with respect to this claim.
Valdez Case
On February 15,
2016, Messrs. Jaime Valdez Farias and Maria Asuncion Perez Alonso (collectively, “Valdez”) filed an action before the
Local First Civil
Court of Torreon, State of Coahuila, Mexico, against the Company’s subsidiary, Minera Metalin, claiming that Minera
Metalin had breached an agreement
regarding the development of the Sierra Mojada Property. Valdez sought payment in the amount of $5.9
million for the alleged breach of the agreement. On
April 28, 2016, Minera Metalin filed its response to the complaint, asserting various
defenses, including that Minera Metalin terminated the agreement
before the payment obligations arose and that certain conditions precedent
to such payment obligations were never satisfied by Valdez. The Company and
its Mexican legal counsel asserted all applicable defenses.
In May 2017, a final judgment was entered finding for the Company, the defendant, acquitting it
of all of the plaintiff’s claims
and demands. However, due to a technicality in an early procedural act, Valdez was allowed to, and did, challenge the
judgment before
a local Appeals Court. On October 1, 2020, the Appeals Court entered a resolution overturning the previous judgment and entering
a
resolution in favor of Valdez in the amount of $5 million, plus court costs. In November 2020, the judgment of the Appeals Court was
timely challenged by
the Company by means of an “Amparo” lawsuit (Constitutional protection) before a Federal Circuit Court.
In June 2021, the Federal Circuit Court ruled in
favor of the plaintiff. In consultation with the Company’s Mexican legal counsel,
the Company believes these judgments are contrary to applicable law. No
efforts have been made by the plaintiff to enforce the Appeals
Court resolution, and in the event such efforts are undertaken, the Company intends to assert
a variety of further defenses. The Company
believes the likelihood of the plaintiff succeeding in collecting any amount on this claim is remote, as such it
has not accrued any amounts
in the consolidated financial statements with respect to this claim.
ICSID Arbitration
On March 2, 2023, the Company filed the NAFTA
Notice of Intent. As is required by Article 1118 of NAFTA, the Company sought to settle this dispute
with Mexico through consultations.
 On May 30, 2023, the Company attended a meeting with Mexican government officials in Mexico City, but,
notwithstanding the Company’s
good faith efforts to resolve the dispute amicably, no settlement was reached. Accordingly, the Company filed a request for
arbitration
with ICSID on June 28, 2023. On July 20, 2023, ICSID registered the request. On June 17, 2024, the Company filed its Memorial submission
with ICSID detailing the claim against Mexico as well as damages for the sum of $408 million. The Arbitration hearing is set to commence
in October
2025.
As the Arbitration proceedings are in the early
stages, the Company cannot determine the likelihood of succeeding in collecting any amount and as such
has not accrued any amounts in
the consolidated financial statements with respect to this claim.
See Note 15 – Commitments and Contingencies
to the Company’s consolidated financial statements.
Item 4.
MINE SAFETY DISCLOSURES
Not applicable.
24 

 
PART II
Item 5.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES
OF EQUITY
SECURITIES
Market Information
From May 2, 2011 to June 28, 2015,
Silver Bull’s common stock traded on the NYSE MKT (the predecessor stock exchange to the NYSE American) under
the symbol “SVBL.”
On June 5, 2015, the Company announced its decision to voluntarily delist its shares of common stock from the NYSE MKT due to
costs
associated with the continued listing and NYSE MKT exchange rules regarding maintenance of a minimum share price. On June 29, 2015,
Silver Bull
shares began trading on the OTCQB marketplace operated by OTC Markets Group. Since August 26, 2010, the Company’s
common stock has been trading
on the TSX under the symbol “SVB.”
The sales prices on the OTCQB reflect inter-dealer
prices, without retail mark-up, mark-down or commission and may not necessarily represent actual
transactions.
Holders
As of January 28, 2025, there were 70
holders of record of the Company’s common stock. This does not include persons or entities that hold common stock
in brokerage
accounts or otherwise in “street name.”
Dividends
The Company has not declared or paid any cash
dividends on its common stock during the last two fiscal years. The Company has no plans to pay any cash
dividends in the foreseeable
future.
Securities Authorized for Issuance Under
Equity Compensation Plans
As of October 31, 2024, the Company had
one formal equity compensation plan under which equity securities were authorized for issuance to its officers,
directors, employees and
consultants: the 2019 Stock Option and Stock Bonus Plan (the “2019 Plan”). The 2019 Plan was adopted by the board of directors
in February 2019 and approved by the shareholders in April 2019. The 2019 Plan was amended by the board of directors in February 2022,
and the
amendment was approved by shareholders in April 2022 (the “Amended 2019 Plan”). Under the Amended 2019 Plan, the lesser
of (i) 15,000,000 shares or
(ii) 10% of the total shares outstanding will be reserved to be issued upon the exercise of options or the
grant of stock bonuses. As of October 31, 2024,
there were 4,725,000 shares reserved for issuance under the Amended 2019 Plan.
The following table gives information about
the Company’s common stock that may be issued upon the exercise of options, warrants and rights under its
compensation plans as
of October 31, 2024.
Plan
Category
 
Number
of securities to be
issued upon exercise of
outstanding options
and
rights
   
Weighted
average exercise
price
of outstanding
options
and rights
   
Number
of securities
remaining
available for
future
issuance
 
 
   
     
     
 
Equity compensation plans approved by security holders
   
4,725,000
   
$0.17
     
11,565
 
 
   
      
      
  
 
   
      
      
  
Total
   
4,725,000
   
$0.17
     
11,565
 
 
Recent Sales of Unregistered Securities
and Purchases of Equity Securities by the Issuer and Affiliated Purchasers
Recent Sales of Unregistered Securities
No sales of unregistered equity securities
occurred during the year covered by this report.
Purchases of Equity Securities by the Company
and Affiliated Purchasers
No purchases of equity securities were made
by or on behalf of Silver Bull or any “affiliated purchaser” within the meaning of Rule 10b-18 under the
Exchange Act
during the period covered by this report.
25 

 
 
Item 6.
[RESERVED]
Item 7.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Business Overview
Silver Bull, incorporated in Nevada, is an
exploration stage company, engaged in the business of mineral exploration. The Company’s primary objective is
to define sufficient
mineral reserves on the Sierra Mojada Property to justify the development of a mechanized mining operation. Operations in Mexico are
conducted
 through the Company’s wholly owned Mexican subsidiaries, Minera Metalin and Minas. However, as noted above, Silver Bull has not
established any reserves at the Sierra Mojada Property, is in the exploration stage and may never enter the development or production
stage.
Silver Bull’s corporate office is located
at 777 Dunsmuir Street, Suite 1605, Vancouver, British Columbia, Canada V7Y 1K4, telephone number is (604)
687-5800.
Recent Developments
Litigation Funding Agreement
On September
5, 2023, the Company entered into a litigation funding agreement (“Funding Agreement” or the “LFA”) with Bench
Walk. Under the terms
of the Funding Agreement, Bench Walk has agreed to fund the Company with up to $9.5 million to cover the Company’s
legal, tribunal and external expert
costs and defined corporate operating expenses associated with the Arbitration proceedings as a purchase
of a contingent entitlement to damages.
During the year ended October 31, 2024,
pursuant to the terms of the LFA, the Company received a reimbursement of corporate operating costs in the
amount of $800,000 from
Bench Walk. Additionally, Bench Walk has made payments on the Company’s behalf for legal and arbitration costs totaling
$1,416,545 during the year ended October 31, 2024 and accumulated legal and arbitration costs of $1,979,384 since September 2023.
ICSID Arbitration
On June 28, 2023, the Company commenced international
arbitration proceedings against Mexico under the USMCA and NAFTA, arising from Mexico’s
unlawful
expropriation and other unlawful treatment of Silver Bull and its investments resulting from the illegal blockade of the Company’s
Sierra Mojada
project.
On June
17, 2024, the Company filed its Memorial submission with ICSID detailing the claim against Mexico as well as damages for the sum of $408
million. The Arbitration hearing is set to commence in October 2025.
Results of Operations
Fiscal Year Ended October 31, 2024
Compared to Fiscal Year Ended October 31, 2023
For the fiscal year ended October 31,
2024, the Company reported a consolidated net loss of $169,000 or approximately $nil per share, compared to a
consolidated net loss of
$1,251,000 or approximately $0.04 per share during the fiscal year ended October 31, 2023. The $1,082,000 decrease in the
consolidated
 net loss was primarily due to a $136,000 decrease in exploration and property holding costs and a $877,000 decrease in administrative
expenses as a majority of these costs were reimbursed by Bench Walk, which was partially offset by a $68,000 increase in other income
in the 2024 fiscal
year compared to the 2023 fiscal year as described below.
26 

 
Exploration and Property Holding Costs
Exploration and property
holding costs decreased by $136,000 to $196,000 in the 2024 fiscal year from $332,000 in the 2023 fiscal year. This decrease was
mainly
due to a $172,000 reimbursement from Bench Walk pursuant to the Funding Agreement during the 2024 fiscal year and a $16,000 concession
impairment in the 2023 fiscal year, which was offset by a $54,000 increase in exploration and property holding costs in the 2024 fiscal
year. As the Funding
Agreement was entered into in September 2023, there is no fully comparable amount in the 2023 fiscal year.
General and Administrative Costs
General and administrative expenses decreased
by $877,000 to $58,000 in the 2024 fiscal year from $935,000 in the 2023 fiscal year as described below.
Stock-based compensation was a factor in the
fluctuations in general and administrative expenses. Overall stock-based compensation included in general
and administrative expense increased
to $115,000 in the 2024 fiscal year from $73,000 in the 2023 fiscal year. This was mainly due to the result of stock
options vesting in
the 2024 fiscal year having a higher fair value than stock options vesting in the 2023 fiscal year.
Personnel costs decreased by $19,000
to $225,000 in the 2024 fiscal year from $243,000 in the 2023 fiscal year. This decrease was mainly due to a $82,000
reduction in the
accrued vacation liability and a $nil bonus recorded in the 2024 fiscal year compared to $68,000 bonus in the 2023 fiscal year. The
decrease
was offset by a $101,000 increase in salaries due to revised agreements with the Company’s management in September 2023 and a $24,000
increase in stock-based compensation compared to the 2023 fiscal year.
Office and administrative expenses of $218,000
in the 2024 fiscal year was similar to the $219,000 in such costs in the 2023 fiscal year.
Professional fees decreased by $315,000
to $159,000 in the 2024 fiscal year compared to $474,000 in the 2023 fiscal year. This decrease was mainly due to
arbitration
related costs incurred in relation to the legacy NAFTA claim in the 2023 fiscal year.
Directors’ fees increased by $21,000
to $134,000 in the 2024 fiscal year as compared to $113,000 for the 2023 fiscal year. This increase was primarily due
to a $22,000 increase
the stock-based compensation expense to $48,000 in the 2024 fiscal year from $26,000 in the 2023 fiscal year as a result of stock
options
vesting in the 2024 fiscal year having a higher fair value than stock options vesting in the 2023 fiscal year.
The Company recorded a $8,000 recovery of uncollectible
VAT for the 2024 fiscal year as compared to a $45,000 provision for uncollectible VAT in the
2023 fiscal year. The allowance for uncollectible
taxes in Mexico was estimated by management based upon a number of factors, including the length of
time the returns have been outstanding,
responses received from tax authorities, general economic conditions in Mexico and estimated net recovery after
commissions.
In the current year, the Company recorded a
contra expense of $669,000 compared to $209,000 in the 2023 fiscal year, which is comprised of funds from
the Funding Agreement. Bench
Walk is funding the Company’s legal, tribunal and external expert costs and defined corporate operating expenses. This is a
nonrecourse
agreement, and the Company has no obligation to repay any funds received under the agreement. In the event of a favorable outcome, Bench
Walk would recover disbursed funding as part of their investment return. As the Funding Agreement was entered into in September 2023,
there is no fully
comparable amount in the 2023 fiscal year.
During the fiscal year ended October 31, 2024,
the arbitration lawyers incurred $1,417,000 in legal costs compared to $474,000 in the 2023 fiscal year. All
of which was paid by Bench
Walk directly.
Other Income
The Company recorded other income of $86,000
in the 2024 fiscal year as compared to other income of $18,000 in the 2023 fiscal year. The significant
factor contributing to other income
in the 2024 fiscal year was $45,000 in interest income, $21,000 in foreign currency transaction income and $31,000 in
miscellaneous income
on partial forgiveness of the Company’s Canada Emergency Business Account (“CEBA”) loan and a gain from sale of equipment,
which was offset by a $11,000 expense from change in fair value of the warrant derivative liability due to an increase in the fair value
of warrants with a
$CDN exercise price from October 31, 2023 to October 31, 2024. The significant factor contributing to other income
in the 2023 fiscal year was a $32,000
interest income and a $9,000 foreign currency transaction
 income, which was offset by $20,000 in other costs related to the certain years’ VAT and
corporate taxes disputes with Mexican
tax authorities and a $3,000 expense related to the issuance of warrants.
27 

 
Material Changes in Financial Condition;
Liquidity and Capital Resources
Litigation Funding Agreement
As noted above, pursuant to the Funding
Agreement, Bench Walk is paying up to an aggregate of $9.5 million to fund legal costs and other expenses
incurred by the
Company in connection with the Claim, including an amount for reasonably incurred day-to-day operating expenses of the Company.
During the 2024 fiscal year, the Company received funding of $800,000 as reimbursement of corporate operating costs incurred. In
January 2025, the
Company received an additional reimbursement of $200,000 from Bench Walk.
The Company
agreed that the Bench Walk shall be entitled to receive a share of any proceeds arising from the Claim (the “Claim Proceeds”)
of up to 3.5x
Bench Walk’s capital outlay (or, if greater, a return of 1.0x Bench Walk’s capital outlay plus 30% of the Claim
Proceeds). The actual return to Bench Walk
may be lower than the foregoing amounts depending on how quickly the Claim is resolved.
Cash Flows
During
the 2024 fiscal year, cash and cash equivalents were primarily utilized to fund general and administrative expenses, and to reduce accounts
payable
and accrued liabilities balances. In addition, the Company received $800,000 from Bench Walk. As a result of the arbitration
funding from Bench Walk,
which was partially offset by exploration activities and general and administrative expenses, cash and cash
 equivalents decreased from $1,009,000 at
October 31, 2023 to $546,000 at October 31, 2024.
Cash flows used in operations for the 2024
fiscal year were $421,000 as compared to $794,000 for the 2023 fiscal year. The decrease was mainly due to the
timing of certain payments.
Cash flows provided by investing activities
for the 2024 fiscal year were proceeds of $16,000 from the sale of equipment, which was offset by a $1,000
purchase of equipment. Cash
flows provided by investing activities for the 2023 fiscal year was $nil.
Cash flows used by financing activities for the 2024 fiscal year were $57,000
as the Company repaid the payable portion of the CEBA loan and payment of
share issuance costs related to the private placement in the
2023 fiscal year. The cash flows provided by financing activities
of $916,000 in the 2023 fiscal
year was due to the private placement the Company completed.
Capital Resources
As of
 October  31, 2024, the Company had cash and cash equivalents of $546,000 as compared to cash and cash equivalents of $1,009,000 as
 of
October 31, 2023. The decrease in liquidity and working capital were primarily the result of the net repayment of accounts payable
of $445,000 and
increases in accounts receivable and general and administrative expenses and payments, which were partially offset decreases
in related party and the
Arbitration funding.
Since the Company’s inception
in November 1993, it has not generated revenue and has incurred an accumulated deficit of $138,814,000. Accordingly, the
Company
has not generated cash flows from operations, and since inception has relied primarily upon proceeds from private placements and
registered
direct offerings of its equity securities, warrant exercises, the sale of investments and funding from Bench Walk and
South32 as the primary sources of
financing to fund operations. Based on the limited cash and cash equivalents, and history of
losses, there is substantial doubt as to whether the Company’s
existing cash resources are sufficient to enable it to continue
operations for the next 12 months as a going concern. Management plans to pursue possible
financing and strategic options, including,
 but not limited to, obtaining additional equity financing and the exercise of warrants by warrantholders.
However, there is no
assurance that the Company will be successful in pursuing these plans.
Any
future additional financing in the near term will likely be in the form of the issuance of equity securities, which will result in dilution
to Silver Bull’s
existing shareholders. Moreover, the Company may incur significant fees and expenses in the pursuit of a financing
or other strategic transaction, which
will increase the rate at which its cash and cash equivalents are depleted.
Capital Requirements and Liquidity; Need
for Additional Funding
The Company’s
 management and board of directors monitor overall costs, expenses, and financial resources and, if necessary, will adjust planned
operational
 expenditures in an attempt to ensure that the Company has sufficient operating capital. The Company continues to evaluate its costs and
planned expenditures, including its Sierra Mojada Property as discussed below.
If the blockade is resolved, and exploration
of the Sierra Mojada project is restarted, the Company will require significant amounts of additional capital. As
of December  31,
2024, the Company had approximately $0.4 million in cash and cash equivalents. The continued exploration of the Sierra Mojada
Property
ultimately would require the Company to raise additional capital, identify other sources of funding, identify a strategic partner
or other strategic
alternatives.
The Company
will continue to evaluate its ability to obtain additional financial resources, and will attempt to reduce or limit expenditures on the
Sierra
Mojada Property as well as general and administrative costs if it is determined that additional financial resources are unavailable
or available on terms that
it determines are unacceptable. However, it may not be possible to reduce costs, and even if the Company is
successful in reducing costs, it still may not be
able to continue operations for the next 12 months as a going concern. Debt or equity
financing may not be available on acceptable terms, if at all. Equity
financing, if available, may result in substantial dilution to existing
stockholders. If the Company is unable to fund future operations by way of financings,
including public or private offerings of equity
or debt securities, its business, financial condition and results of operations will be adversely impacted.
28 

 
Off-Balance Sheet Arrangements
There are no significant off-balance sheet
arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial
condition, revenues
or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to its shareholders.
Recent Accounting Pronouncements Adopted
in the Fiscal Year Ended October 31, 2024
In November 2023, Silver Bull adopted the Financial
Accounting Standards Board’s (“FASB”) Accounting Standards Updated (“ASU”) 2023-07, Segment
Reporting
(Topic 280): Improvements to Reportable Segment Disclosures. The ASU expands public entities’ segment disclosures by requiring
disclosure
of significant segment expenses that are regularly provided to the chief operating decision maker and included within each
reported measure of segment
profit or loss, an amount and description of its composition for other segment items, and interim disclosures
of a reportable segment’s profit or loss and
assets. All disclosure requirements under ASU 2023-07 are also required for
public entities with a single reportable segment. The adoption did not have a
significant impact on the Company’s financial position,
results of operations or cash flows and disclosures.
Recent Accounting Pronouncements Not Yet
Adopted
In March 2024, the FASB issued ASU 2024-02,
Codification Improvements - Amendments to Remove References to the Concepts Statements. This ASU
contains amendments to the Codification
that remove references to various FASB Concepts Statements. The effort facilitates Codification updates for
technical corrections such
as conforming amendments, clarifications to guidance, simplifications to wording or the structure of guidance and other minor
improvements.
While the amendments are not expected to result in significant changes for most entities, the FASB provided transition guidance since
some
entities could be affected. This ASU will be effective for fiscal years beginning after December 15, 2024, with early adoption permitted.
The Company is
currently evaluating the impact of adopting this ASU on its consolidated financial statements and disclosures.
In December 2023, the FASB issued ASU 2023-09,
Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU expands public
entities’ income tax disclosures by requiring
disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on
income taxes paid. The
standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital
allocation
decisions. This ASU will be effective for fiscal years beginning after December 15, 2024. The guidance will be applied on a prospective
basis
with the option to apply the standard retrospectively. Early adoption is permitted. The Company is currently evaluating the impact
of adopting this ASU on
its consolidated financial statements and disclosures.
Other recent accounting pronouncements issued
by the FASB (including its Emerging Issues Task Force) and the SEC did not or are not expected to have a
significant impact on the present
or future consolidated financial statements of the Company.
Critical Accounting Policies and Estimates
The preparation of financial statements in
conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires the
Company to
establish accounting policies and make estimates and assumptions that affect reported amounts of assets and liabilities at the date of
the
consolidated financial statements. These consolidated financial statements include some estimates and assumptions that are based on
informed judgments
and estimates of management. The Company evaluates its policies and estimates on an ongoing basis and discuss the development,
selection and disclosure
of critical accounting policies with the audit committee of the board of directors. Predicting future events
is inherently an imprecise activity and as such
requires the use of judgment. The Company’s consolidated financial statements may
differ based upon different estimates and assumptions.
Significant accounting policies are discussed
 in Note  2, Summary of Significant Accounting Policies, to the consolidated financial statements. The
significant accounting policies
are subject to judgments and uncertainties that affect the application of such policies. The Company believes that these
consolidated
financial statements include the most likely outcomes with regard to amounts that are based on management’s judgment and estimates.
The
consolidated financial position and results of operations may be materially different when reported under different conditions or
when using different
assumptions in the application of such policies. If estimates or assumptions prove to be different from the actual
 amounts, adjustments are made in
subsequent periods to reflect more current information. The Company believes that the following accounting
policies are critical to the preparation of its
consolidated financial statements due to the estimation process and business judgment
involved in their application:
29 

 
Use of Estimates
The preparation of the consolidated financial
statements in conformity with GAAP requires management to make estimates based on assumptions about
future events that affect the amounts
reported in the consolidated financial statements and related notes to the consolidated financial statements. Actual
results could differ
from those estimates. Estimates and assumptions are reviewed on an ongoing basis based on historical experience and other factors that
are considered to be relevant under the circumstances. Revisions to estimates and assumptions are accounted for prospectively.
Significant areas involving the use of estimates
 include determining the allowance for uncollectible taxes, evaluating recoverability of property
concessions, evaluating impairment of
long-lived assets, evaluating recoverability of accounts receivable, calculating a valuation for warrant derivative
liability and calculating
stock-based compensation.
Accounts Receivable
Accounts Receivable consists of corporate costs
that are to be reimbursed by Bench Walk pursuant to the terms of the Funding Agreement. The Company
anticipates full recovery of its current
receivables within three months.
Property Concessions
Property concession acquisition costs are capitalized
 when incurred and will be amortized using the units of production method following the
commencement of production. If a property concession
is subsequently abandoned or impaired, any capitalized costs will be expensed in the period of
abandonment or impairment. To date, no
property concessions have reached the production stage.
Acquisition costs include cash consideration
and the fair market value of shares issued on the acquisition of property concessions.
Exploration Costs
Exploration costs incurred are expensed to
the date of establishing that costs incurred are economically recoverable. Exploration expenditures incurred
subsequent to the establishment
 of economic recoverability are capitalized and included in the carrying amount of the related property. To date, the
Company has not established
the economic recoverability of its exploration prospects; therefore, all exploration costs are being expensed.
Impairment of Long-Lived Assets
The Company reviews and evaluates its long-lived
assets for impairment when events and changes in circumstances indicate that the related carrying
amounts of its assets may not be recoverable.
Impairment is considered to exist if the future cash flows on an undiscounted basis are less than the carrying
amount of the long-lived
asset. An impairment loss is measured and recorded based on the difference between book value and fair value of the asset group.
In estimating
future cash flows, assets are grouped at the lowest level for which there is identifiable cash flows that are largely independent of cash
flows
from other asset groups. In estimating future cash flows, the Company estimates the price that would be received to sell an asset
group in an orderly
transaction between market participants at the measurement date. Significant factors that impact this price include
the price of silver and zinc, and general
market conditions for exploration companies, among other factors.
Income Taxes
The Tax Cuts and Jobs Act of 2017 was signed
into law on December 22, 2017. The law includes significant changes to the U.S. corporate income tax
system, including a federal
corporate rate reduction from 35% to 21%, limitations on the deductibility of interest expense and executive compensation, and
the transition
 of U.S. international taxation from a worldwide tax system to a territorial tax system. The law did not have a material impact on the
Company’s financial position, results of operations or cash flows and disclosures.
The asset and liability method of accounting
for income taxes is followed. Under this method, deferred income tax assets and liabilities are determined
based on temporary differences
between the tax basis and accounting basis of the assets and liabilities measured using tax rates enacted at the balance sheet
date. The
tax benefit from uncertain tax positions is recognized only if it is at least “more likely than not” that the tax position
will be sustained on
examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized
in the financial statements from such a
position are measured based on the largest benefit that has a greater than 50% likelihood of being
realized upon settlement with the taxing authorities. This
accounting standard also provides guidance on de-recognition, classification,
interest and penalties, accounting in interim periods and disclosure.
30 

 
A valuation allowance is recorded against deferred
tax assets if management does not believe that the Company has met the “more likely than not” standard
imposed by this guidance
to allow recognition of such an asset. Management recorded a full valuation allowance at October 31, 2024 and October 31, 2023
against the deferred tax assets as it determined that future realization would not meet the “more likely than not” criteria.
Warrant Derivative Liability
The Company classified warrants on the Company’s
balance sheet as a derivative liability which is fair valued at each reporting period subsequent to the
initial issuance as the Company’s
functional currency is the U.S. dollar and the exercise price of the warrants is the $CDN. The Company has used the
Black-Scholes pricing
model to value the warrants that do not have an acceleration feature. Determining the appropriate fair-value model and calculating
the
fair value of warrants requires considerable judgment. Any change in the estimates used may cause the value to be higher or lower than
that reported.
The estimated volatility of the common stock of the Company at the date of issuance, and at each subsequent reporting period,
is based on historical
volatility adjusted to reflect implicit discount to historical volatilities observed in the prices of traded warrants.
The risk-free interest rate is based on rates
published by the government for bonds with a maturity similar to the expected remaining
life of the warrants at the valuation date. The expected life of the
warrants is assumed to be equivalent to their remaining contractual
term. The dividend yield is expected to be none as the Company has not paid dividends
nor does the Company anticipate paying any dividend
in the foreseeable future.
The derivative is not traded in an active market
and the fair value is determined using valuation techniques. The estimates may be significantly different
from those recorded in the consolidated
financial statements because of the use of judgment and the inherent uncertainty in estimating the fair value of
these instruments that
 are not quoted in an active market. All changes in the fair value are recorded in the consolidated statement of operations and
comprehensive
loss each reporting period.
Stock-Based Compensation
The Black-Scholes pricing model is used as
 a method for determining the estimated fair value for all stock options awarded to employees, officers,
directors and consultants. The
expected term of the options is based upon an evaluation of historical and expected future exercise behavior. The risk-free
interest rate
is based on rates published by the government for bonds with a maturity similar to the expected remaining life of the options at the valuation
date. Volatility is determined based upon historical volatility of the Company’s stock and adjusted if future volatility is expected
to vary from historical
experience. The dividend yield is assumed to be none as Silver Bull has not paid dividends nor does it anticipate
paying any dividends in the foreseeable
future. The graded vesting attribution method is used to recognize compensation costs over the
requisite service period.
Cumulative compensation cost associated with
options on subsidiary equity are classified as additional paid-in capital until exercised.
Foreign Currency Translation
During the fiscal years ended October 31,
2024 and October 31, 2023, the functional currency of Silver Bull Resources, Inc. and its subsidiaries was the
U.S. dollar.
During the fiscal years ended October 31,
2024 and October 31, 2023, Silver Bull’s Mexican operations’ monetary assets and liabilities with foreign source
currencies
were translated into U.S. dollars at the period-end exchange rate, and non-monetary assets and liabilities with foreign source currencies
were
translated using the historical exchange rate. The Mexican operations’ revenue and expenses were translated at the average
exchange rate during the period
except for depreciation of office and mining equipment, costs of office and mining equipment sold and
impairment of property concessions, all of which
are translated using the historical exchange rate. Foreign currency translation gains
and losses of the Mexican operations are included in the consolidated
statements of operations.
Accounting for Loss Contingencies and Legal
Costs
From time to time, the Company is named as
a defendant in legal actions arising from its normal business activities. An accrual for the estimated loss from
a loss contingency is
recorded when information available prior to issuance of the financial statements indicates that it is probable that a liability has been
incurred at the date of the financial statements and the amount of the loss can be reasonably estimated. Disclosure of a loss contingency
is made by the
Company if there is at least a reasonable possibility that a loss has been incurred, and either an accrual has not been
made or an exposure to loss exists in
excess of the amount accrued. In cases where only disclosure of the loss contingency is required,
either the estimated loss or a range of estimated loss is
disclosed or it is stated that an estimate cannot be made. Legal costs incurred
 in connection with loss contingencies are considered period costs and
accordingly are expensed in the period services are provided.
31 

 
 
Item 7A.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not applicable.
Item 8.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
See “Index to Consolidated Financial
Statements” following the signature page of this Annual Report on Form 10-K.
Item 9.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
Item 9A.
CONTROLS AND PROCEDURES
(a)       Evaluation
of Disclosure Controls and Procedures
As of October 31, 2024, the Company has
carried out an evaluation under the supervision of, and with the participation of its Chief Executive Officer and
Chief Financial Officer,
of the effectiveness of the design and operation of its disclosure controls and procedures (as defined in Rule 13a-15(e) under the
Exchange Act). Based on the evaluation as of October 31, 2024, the Company’s Chief Executive Officer and Chief Financial Officer
have concluded that
its disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) were effective.
Disclosure controls and procedures are designed
to ensure that information required to be disclosed in the Company’s reports filed or submitted under the
Exchange Act is recorded,
processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and
procedures
include, without limitation, controls and procedures designed to ensure that information required to be disclosed in its reports filed
under the
Exchange Act is accumulated and communicated to management, including the Company’s principal executive officer and principal
financial officer, as
appropriate, to allow timely decisions regarding required disclosure.
(b)       Management’s
Report on Internal Control over Financial Reporting
Management is responsible for establishing
and maintaining adequate internal control over financial reporting, as that term is defined in Rule 13a-15(f)
under the Exchange
Act. Under the supervision and with the participation of the Company’s management, including its principal executive and principal
financial officers, the Company assessed, as of October 31, 2024, the effectiveness of its internal control over financial reporting.
This assessment was
based on criteria established in the Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring
Organizations of the Treadway
Commission. Based on the Company’s assessment using those criteria, management concluded that its
 internal control over financial reporting as of
October 31, 2024 was effective.
Internal control over financial reporting is
defined as a process designed by, or under the supervision of, the Company’s principal executive and principal
financial officers
 and effected by its board of directors, management and other personnel to provide reasonable assurance regarding the reliability of
financial
 reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles,
 and
includes those policies and procedures that:
pertain to the maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the Company’s
assets;
provide reasonable assurance that transactions are recorded as necessary to permit the preparation
of financial statements in accordance with U.S.
generally accepted accounting principles and that receipts and expenditures are being
made only in accordance with authorizations of management
and directors; and
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition,
use, or disposition of assets that could have a
material effect on the financial statements.
A control system, no matter how well conceived
and operated, can provide only reasonable, not absolute, assurance that the objectives of the internal
control system are met. Because
of the inherent limitations of any internal control system, no evaluation of controls can provide absolute assurance that all
control
issues, if any, within a company have been detected.
32 

 
(c)       Changes
in Internal Controls over Financial Reporting
There
were no changes in the Company’s internal control over financial reporting during the fiscal year ended October 31, 2024 that
materially affected, or
were reasonably likely to materially affect, its internal control over financial reporting.
Item 9B.
OTHER INFORMATION
Insider Trading Arrangements and Policies
During
the fiscal year ended October 31, 2024, none of our directors or executive officers adopted or terminated a "Rule 10b5-1 trading
arrangement" or a
"non-Rule 10b5-1 trading arrangement" (as those terms are defined in Item 408 of Regulation S-K). In
addition, we did not adopt or terminate a Rule 10b5-
1 trading arrangement during the fiscal year ended October 31, 2024.
Item 9C.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not applicable.
33 

 
 
PART III
Item 10.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
Information relating to this item will be included
in an amendment to this report or in the proxy statement for Silver Bull’s 2025 annual meeting of
shareholders and is incorporated
by reference in this report.
The Company has adopted a Code of Ethics that
applies to all directors and employees, including its principal executive officer, principal financial officer,
principal accounting officer,
and those officers performing similar functions. The full text of the Company’s Code of Ethics can be found on the Corporate
Governance
page of its website – at http://www.silverbullresources.com/corporate/corporate-governance/. If the board of directors approves
an amendment
to or waiver from any provision of the Code of Ethics, Silver Bull will disclose the required information pertaining to such
amendment or waiver on its
website.
Item 11.
EXECUTIVE COMPENSATION
Information relating to this item will be included
in an amendment to this report or in the proxy statement for Silver Bull’s 2025 annual meeting of
shareholders and is incorporated
by reference in this report.
Item 12.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER
MATTERS
Information relating to this item will be included
in an amendment to this report or in the proxy statement for Silver Bull’s 2025 annual meeting of
shareholders and is incorporated
by reference in this report.
Item 13.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Information relating to this item will be included
in an amendment to this report or in the proxy statement for Silver Bull’s 2025 annual meeting of
shareholders and is incorporated
by reference in this report.
Item 14.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
Information relating to this item will be included
in an amendment to this report or in the proxy statement for Silver Bull’s 2025 annual meeting of
shareholders and is incorporated
by reference in this report.
34 

 
 
PART IV
Item 15.
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
Financial Statements and Financial Statement
Schedules
See “Index to Consolidated Financial
Statements” on page F-1.
 
 
 
 
Incorporated by Reference
 
 
Exhibit
Number
 
Exhibit Description
 
Form
Date
Exhibit
 
Filed/
Furnished
Herewith
 
   
 
 
 
 
 
 
3.1
  Amended and Restated Articles of Incorporation of Silver Bull
Resources, Inc.
 
8-K
04/21/2021
3.1
 
 
 
   
 
 
 
 
 
 
3.2
  Bylaws
 
10-K
01/14/2011
3.1.2
 
 
 
   
 
 
 
 
 
 
3.2.1
  First Amendment to Bylaws
 
 
 
 
 
X
 
   
 
 
 
 
 
 
4.1
  Description of Capital Stock
 
 
 
 
 
X
 
   
 
 
 
 
 
 
4.2
  Form of Silver Bull Resources, Inc. Warrant Certificate
 
8-K
11/02/2020
10.2
 
 
 
   
 
 
 
 
 
 
4.3
  Form of Silver Bull Resources, Inc. Warrant Certificate
 
8-K
10/31/2023
10.2
 
 
 
   
 
 
 
 
 
 
10.1
  Separation and Distribution Agreement, dated as of August 31, 2021,
by and between Silver Bull Resources, Inc. and Arras Minerals Corp.
 
8-K
09/03/2021
10.1
 
 
 
   
 
 
 
 
 
 
10.2††
  Litigation Funding Agreement, dated as of September 4, 2023, by and
between Bench Walk 23P, L.P. and Silver Bull Resources, Inc.
 
10-K
01/29/2024
10.2
 
 
 
   
 
 
 
 
 
 
10.3
  Form of Silver Bull Resources, Inc. Unit Subscription Agreement
 
8-K
10/31/2023
10.1
 
 
 
   
 
 
 
 
 
 
10.4+
  Silver Bull Resources, Inc. 2019 Stock Option and Stock Bonus Plan
 
10-Q
06/14/2019
10.2
 
 
 
   
 
 
 
 
 
 
10.4.1+
  Amendment to the Silver Bull Resources, Inc. 2019 Stock Option and
Stock Bonus Plan
 
8-K
04/20/2022
10.1
 
 
 
   
 
 
 
 
 
 
10.5+
  Silver Bull Resources, Inc. Management Retention Bonus Plan, dated
April 15, 2021
 
10-Q
06/11/2021
10.1
 
 
 
   
 
 
 
 
 
 
10.5.1+
  Amendment to Silver Bull Resources, Inc. Management Retention
Bonus Plan, dated as of February 17, 2022
 
8-K
02/23/2022
10.4
 
 
 
   
 
 
 
 
 
 
10.6+
  Key Persons Retention Agreement, dated as of October 13, 2023, by
and among Silver Bull Resources, Inc. and the persons named therein
 
8-K
10/18/2023
10.1
 
 
 
   
 
 
 
 
 
 
10.7+
  Consulting Agreement, dated as of February 17, 2022, by and between
Silver Bull Resources, Inc. and Timothy Barry
 
8-K
02/23/2022
10.1
 
 
 
   
 
 
 
 
 
 
10.8+
  Consulting Agreement, dated as of February 17, 2022, by and between
Silver Bull Resources, Inc. and Westcott Management Ltd.
 
8-K
02/23/2022
10.2
 
 
 
35 

 
 
 
 
   
 
 
 
 
 
 
10.9+
 
Amended and Restated Employment Agreement, dated as of
February 17, 2022, by and among Silver Bull Resources, Inc., Arras
Minerals Corp. and Christopher Richards
 
8-K
02/23/2022
10.3
 
 
 
   
   
 
 
 
 
10.10+
  Form of Indemnification Agreement (Directors and Officers)
 
10-K
01/13/2020
10.10
 
 
 
   
 
 
 
 
 
 
14.1
  Code of Ethics
 
8-K
11/07/2019
14.1
 
 
 
   
 
 
 
 
 
 
19.1
  Policy Against Trading on the Basis of Inside Information
 
 
 
 
 
 
X
 
   
 
 
 
 
 
 
19.2
  Policy for Stock Trading by Directors, Executive Officers and Other
Members of Management
 
 
 
 
 
X
 
   
 
 
 
 
 
 
21.1
  Subsidiaries of the Registrant
 
 
 
 
 
X
 
   
 
 
 
 
 
 
23.1
  Consent of Independent Registered Public Accounting Firm (Smythe
LLP; Vancouver, Canada; PCAOB ID# 995)
 
 
 
 
 
X
 
   
 
 
 
 
 
 
23.2
  Consent of Archer, Cathro & Associates (1981) Limited
 
 
 
 
 
X
 
   
 
 
 
 
 
 
23.3
  Consent of Timothy Barry
 
 
 
 
 
X
 
   
 
 
 
 
 
 
31.1
 
Certification of CEO Pursuant to Exchange Act Rules 13a-14 and 15d-
14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002
 
 
 
 
 
X
 
   
 
 
 
 
 
 
31.2
 
Certification of CFO Pursuant to Exchange Act Rules 13a-14 and 15d-
14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002
 
 
 
 
 
X
 
   
 
 
 
 
 
 
32.1
  Certification of CEO Pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
 
 
 
 
XX
 
   
 
 
 
 
   
32.2
  Certification of CFO Pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
 
 
 
 
XX
 
   
 
 
 
 
 
 
96.1
  Technical Report Summary
 
10-K
01/26/2023
96.1
 
 
 
   
 
 
 
 
 
 
101.INS*
  XBRL Instance Document
 
 
 
 
 
X
 
   
 
 
 
 
 
 
101.SCH*
  XBRL Schema Document
 
 
 
 
 
X
 
   
 
 
 
 
 
 
101.CAL*
  XBRL Calculation Linkbase Document
 
 
 
 
 
X
 
   
 
 
 
 
 
 
101.DEF*
  XBRL Definition Linkbase Document
 
 
 
 
 
X
 
   
 
 
 
 
 
 
104
 
Cover Page Interactive Data File—the cover page interactive data file
does not appear in the Interactive Data File because its XBRL tags are
embedded within the Inline XBRL document
 
 
 
 
 
 
 
X Filed herewith.
XX Furnished herewith.
+ Indicates a management contract or compensatory
plan, contract or arrangement.
† Filed herewith under Items 1 and 2
– Business and Properties.
†† Portions of this exhibit have
been omitted in accordance with Item 601(b)(10) of Regulation S-K. The omitted information is not material, and the
registrant customarily
and actually treats such information as private and confidential. The registrant hereby agrees to furnish supplementally an unredacted
copy of this exhibit to the Securities and Exchange Commission upon request.
* The following financial information from
 Silver Bull Resources, Inc.’s Annual Report on Form  10-K for the fiscal year ended October  31, 2024,
formatted in XBRL
(Extensible Business Reporting Language): Consolidated Balance Sheets, Consolidated Statements of Operations and Comprehensive
Loss, Consolidated
Statement of Stockholders’ Equity, Consolidated Statements of Cash Flows.
Item 16.
FORM 10-K SUMMARY
None.

36 

 
 
SIGNATURES
Pursuant to the requirements of Section 13 or
15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned,
thereunto duly authorized.
 
 
 
SILVER BULL RESOURCES, INC.
 
 
 
 
 
Date: January 28, 2025
By:/s/ Timothy Barry
 
 
 
Timothy Barry,
 
 
 
Chief Executive Officer
 
 
 
(Principal Executive Officer)
 
 
 
 
 
 
Date: January 28, 2025
By:/s/ Christopher Richards
 
 
 
Christopher Richards,
 
 
 
Chief Financial Officer
 
 
 
(Principal Financial Officer and Principal Accounting
Officer)
 
 
Pursuant to the requirements of the Securities Exchange
Act of 1934, this report has been signed by the following persons on behalf of the registrant and in
the capacities and on the dates indicated.
 
 
 
 
 
Date: January 28, 2025
By:/s/ Timothy Barry
 
 
 
Timothy Barry,
 
 
 
Chief Executive Officer and Director
 
 
 
 
 
 
 
 
 
Date: January 28, 2025
By:/s/ Brian Edgar
 
 
 
Brian Edgar,
 
 
 
Director
 
 
 
 
 
 
 
 
 
Date: January 28, 2025
By:/s/ William Matlack
 
 
 
William Matlack
 
 
 
Director
 
 
 
 
 
 
 
 
 
Date: January 28, 2025
By:/s/ David Underwood
 
 
 
David Underwood,
 
 
 
Director
 
 
 
 

 
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
 
SILVER BULL RESOURCES, INC.
(An Exploration Stage Company)
 
 
 
PAGE NO.
Report of Independent Registered Public Accounting Firm (PCAOB ID # 995)
 
F-2
 
 
 
Consolidated Financial Statements:
 
 
 
 
 
Consolidated Balance Sheets
 
F-3
 
 
 
Consolidated Statements of Operations and Comprehensive Loss
 
F-4
 
 
 
Consolidated Statements of Cash Flows
 
F-5 – F-6
 
 
 
Consolidated Statements of Stockholders’ Equity
 
F-7
 
 
 
Notes to Consolidated Financial Statements
 
F-8 – F-24
 
[The balance of this page has been intentionally left
blank.]
 
 
 
F-1 

 
 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
 
 
To the Board of Directors and Stockholders
of Silver Bull Resources, Inc.:
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated
balance sheets of Silver Bull Resources, Inc. (an exploration stage company) (the “Company”) as of
October 31, 2024 and
2023, and the related consolidated statements of operations and comprehensive loss, cash flows, and stockholders’ equity for the
years then ended, and the related notes (collectively referred to as the “consolidated financial statements”).
In our opinion, the consolidated financial
statements present fairly, in all material respects, the financial position of the Company as of October 31, 2024
and 2023, and the
results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in
the
United States of America.
Going Concern Uncertainty
The accompanying consolidated financial statements
have been prepared assuming that the Company will continue as a going concern. As discussed in
Note 1 to the consolidated financial
statements, the Company has suffered recurring losses from operations and has limited cash and cash equivalents at
October 31, 2024.
These circumstances raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these
matters are also described in Note 1. The consolidated financial statements do not include any adjustments that might result from
the outcome of this
uncertainty.
Basis for Opinion
These consolidated financial statements are
the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s
consolidated
financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board
(United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal
securities laws and the
applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with
the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the
 consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not
required to have,
nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain
an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of
the Company’s
internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to
assess the risks of material misstatement of the consolidated financial statements, whether due to error or
fraud, and performing procedures
that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and
disclosures in the
consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide
a reasonable basis
for our opinion.
Critical Audit Matters
Critical audit matters are matters arising
from the current period audit of the consolidated financial statements that were communicated or required to be
communicated to the audit
committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2)
involved
our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our
opinion
on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below,
providing a separate opinion
on the critical audit matters or on the accounts or disclosures to which they relate.
We have determined that there are no critical
audit matters to communicate in our auditors’ report.
/s/ Smythe LLP
 
Smythe LLP, Chartered Professional Accountants
 
We have served as the Company’s auditor since
2016.
 
Vancouver, Canada
January 28, 2025
 
F-2 

 
SILVER BULL
RESOURCES, INC.
(AN EXPLORATION
STAGE COMPANY)
CONSOLIDATED
BALANCE SHEETS
 
 
 
October 31,
2024
   
 
October 31,
2023
 
 
 
 
   
 
 
ASSETS
   
      
  
 
   
      
  
CURRENT ASSETS
   
      
  
Cash and cash
equivalents
  $
545,961    $
1,008,507 
Other receivables
   
1,678     
5,685 
Accounts receivable (Note
4)
   
181,213     
140,097 
Prepaid expenses and deposits
   
44,113     
44,637 
Due
from related party (Note 5)
   
22,095     
57,853 
Total
Current Assets
   
795,060     
1,256,779 
 
   
      
  
 
   
      
  
Value-added tax receivable, net of allowance for uncollectible taxes of $475,908 and $536,010,
respectively (Note 6)
   
88,814     
100,613 
Office and mining equipment,
net (Note 7)
   
122,453     
130,937 
Property
concessions (Note 8)
   
5,004,386     
5,004,386 
 TOTAL ASSETS
  $
6,010,713    $
6,492,715 
 
   
      
  
LIABILITIES AND STOCKHOLDERS’
EQUITY
   
      
  
 
   
      
  
LIABILITIES
   
      
  
Accounts payable
  $
68,087    $
517,489 
Accrued liabilities and
expenses
   
308,749     
258,590 
Income tax payable
   
1,500     
3,000 
Warrant derivative liability (Note 12)
   
89,580     
78,088 
Loan
payable (Note 9)
   
—     
43,256 
TOTAL LIABILITIES
   
467,916     
900,423 
 
   
      
  
COMMITMENTS AND CONTINGENCIES
(Note 15)
   
      
  
 
   
      
  
STOCKHOLDERS’ EQUITY
(Notes 10, 11 and 12)
   
      
  
Common stock, $0.01 par value; 150,000,000 shares authorized, 
47,365,652 shares issued and outstanding
   
2,541,515     
2,541,515 
Additional paid-in capital
   
141,723,305     
141,604,015 
Accumulated deficit
   
(138,814,271)    
(138,645,486)
Other
comprehensive income
   
92,248     
92,248 
 Total Stockholders’
Equity
   
5,542,797     
5,592,292 
 
   
      
  
TOTAL
LIABILITIES AND STOCKHOLDERS’ EQUITY
  $
6,010,713    $
6,492,715 
  
 
The accompanying notes are an integral part of these
consolidated financial statements.
 
 
F-3 

 
SILVER BULL
RESOURCES, INC.
(AN EXPLORATION
STAGE COMPANY)
CONSOLIDATED
STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
 
 
 
Years
Ended October 31,
 
 
 
2024
   
2023
 
REVENUES
  $
—    $
— 
 
   
     
 
EXPLORATION
AND PROPERTY HOLDING COSTS
   
      
  
Exploration
and property holding costs (Note 4)
   
358,076     
303,685 
Depreciation
(Note 7)
   
9,419     
12,631 
Funding
Agreement reimbursement (contra expense) (Note 4)
   
(171,671)    
— 
Concession
impairment (Note 8)
   
—     
15,541 
TOTAL
EXPLORATION AND PROPERTY HOLDING COSTS
   
195,824     
331,857 
 
   
      
  
GENERAL
AND ADMINISTRATIVE EXPENSES
   
      
  
Personnel
   
224,813     
292,332 
Office
and administrative
   
218,135     
219,090 
Professional
services (Note 4)
   
158,503     
474,456 
Directors’
fees
   
134,392     
113,140 
(Recovery
of) provision for uncollectible value-added taxes (Note 6)
   
(8,020)    
44,713 
Funding
Agreement reimbursement (contra expenses) (Note 4)
   
(669,445)    
(209,009)
TOTAL
GENERAL AND ADMINISTRATIVE EXPENSES
   
58,378     
934,722 
 
   
      
  
LOSS
FROM OPERATIONS
   
(254,202)    
(1,266,579)
 
   
      
  
OTHER
INCOME
   
      
  
Interest
income
   
45,421     
31,987 
Foreign
currency transaction gain
   
21,288     
8,656 
Change
in fair value of warrants derivative liability (Note 12)
   
(11,090)    
(40)
Miscellaneous
income (Notes 7 and 9)
   
30,853     
— 
Other
costs (Note 15)
   
—     
(19,527)
Warrant
issuance costs (Note 10)
   
—     
(3,468)
TOTAL
OTHER INCOME
   
86,472     
17,608 
 
   
      
  
LOSS
BEFORE INCOME TAXES
   
(167,730)    
(1,248,971)
 
   
      
  
INCOME
TAX EXPENSE (Note 13)
   
(1,055)    
(2,217)
 NET
AND COMPREHENSIVE LOSS
   
(168,785)    
(1,251,188)
 
   
      
  
BASIC
AND DILUTED NET LOSS PER COMMON SHARE
  $
(0.00)   $
(0.04)
 
   
      
  
BASIC
AND DILUTED WEIGHTED AVERAGE NUMBER OF COMMON SHARES
OUTSTANDING
   
47,365,652     
35,491,775 
 
   
      
  
 
 
The accompanying notes are an integral part of these
consolidated financial statements
 
.
F-4 

 
SILVER BULL RESOURCES, INC.
(AN EXPLORATION STAGE COMPANY)
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
 
 
Years
Ended October 31,
 
 
 
2024
   
2023
 
CASH FLOWS FROM OPERATING ACTIVITIES:
   
      
  
Net loss
  $
(168,785)   $
(1,251,188)
Adjustments to reconcile net loss to net cash used by operating activities:
   
      
  
Depreciation (Note 7)
   
9,419     
12,631 
(Recovery of) provision for uncollectible value-added taxes (Note 6)
   
(8,020)    
44,713 
Foreign currency transaction income
   
(27,331)    
(9,478)
Stock options issued for compensation (Note 11)
   
119,290     
76,758 
Change in fair value of warrant derivative liability (Note 12)
   
11,090     
40 
Miscellaneous income (Notes 7 and 9)
   
(30,853)    
— 
Concession impairment (Note 8)
   
—     
15,541 
Shares of common stock issued for services (Note 10)
   
—     
88,411 
Warrant issuance costs (Note 10)
   
—     
3,468 
Changes in operating assets and liabilities:
   
      
  
Other receivables
   
3,993     
(2,838)
Accounts receivables (Note 4)
   
(41,116)    
(140,097)
Prepaid expenses and deposits
   
22     
5,340 
Due from related party (Note 5)
   
35,757     
(34,657)
Accounts payable
   
(417,567)    
329,259 
Accrued liabilities and expenses
   
85,234     
72,175 
Value-added tax receivable (Note 6)
   
9,586     
(3,876)
Income tax payable
   
(1,500)    
— 
Net cash used in operating activities
   
(420,781)    
(793,798)
 
   
      
  
CASH FLOWS FROM INVESTING ACTIVITIES:
   
      
  
Purchase of equipment (Note 7)
   
(1,068)    
— 
Proceeds from sale equipment (Note 7)
   
16,134     
— 
Net cash provided by investing activities
   
15,066     
— 
 
   
      
  
CASH FLOWS FROM FINANCING ACTIVITIES:
   
      
  
Loan repayment (Note 9)
   
(29,438)    
— 
Payment of share issuance costs
   
(27,393)    
— 
Proceeds from issuance of common stock, net of offering costs (Note 10)
   
—     
915,577 
Net cash (used) provided by financing activities
   
(56,831)    
915,577 
 
   
      
  
    
      
  
Net (decrease) increase in cash and cash equivalents
   
(462,546)    
121,779 
Cash and cash equivalents beginning of year
   
1,008,507     
886,728 
 
   
      
  
Cash and cash equivalents end of year
  $
545,961    $
1,008,507 
 
 
The accompanying notes are an integral part of these
consolidated financial statements.
 
 
F-5 

 
SILVER BULL RESOURCES, INC.
(AN EXPLORATION STAGE COMPANY)
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
 
 
 
Years
Ended October 31,
 
 
 
2024
   
2023
 
 
   
     
 
SUPPLEMENTAL CASH FLOW DISCLOSURES:
   
      
  
 
   
      
  
Income taxes paid
  $
2,555    $
2,249 
Interest paid
   
—     
— 
 
   
      
  
 NON-CASH INVESTING AND FINANCING ACTIVITIES:
   
      
  
 
   
      
  
Offering costs included in accounts payable and accrued liabilities
  $
—    $
29,146 
 
 
 
The accompanying notes are an integral part of these
consolidated financial statements.
 
 
F-6 

 
SILVER BULL
RESOURCES, INC.
(AN EXPLORATION
STAGE COMPANY)
CONSOLIDATED
STATEMENTS OF STOCKHOLDERS’ EQUITY
 
 
 
   
Common
Stock
     
 
     
 
     
 
     
 
 
 
   
Number
of
Shares
     
Amount
     
Additional
Paid-in
Capital
     
Accumulated
Deficit
     
Other
Comprehensive
Income
     
Total
Stockholders’
Equity
 
 
   
      
      
      
      
      
  
Balance, October 31, 2023
    47,365,652    $ 2,541,515    $141,604,015    $ (138,645,486)   $
92,248    $
5,592,292 
Stock option activity as follows:
   
      
      
      
      
      
  
- Stock-based compensation for options issued to
directors, officers, employees and advisors (Note 11)
   
—     
—     
119,290     
—     
—     
119,290 
Net loss for the year ended October 31, 2024
   
—     
—     
—     
(168,785)    
—     
(168,785)
Balance, October 31, 2024
    47,365,652    $ 2,541,515    $141,723,305    $ (138,814,271)   $
92,248    $
5,542,797 
 
 
 
   
Common
Stock
     
 
     
 
     
 
     
 
 
 
   
Number
of
Shares
     
Amount
     
Additional
Paid-in
Capital
     
Accumulated
Deficit
     
Other
Comprehensive
Income
     
Total
Stockholders’
Equity
 
 
   
      
      
      
      
      
  
Balance, October 31, 2022
    35,055,652    $ 2,418,415    $140,750,310    $ (137,394,298)   $
92,248    $
5,866,675 
Issuance of common stock as follows:
   
      
      
      
      
      
  
- For cash at a price of $CDN $0.11 per share with
attached warrants less offering costs of $39,887 (Note 10)    11,685,000     
116,850     
694,786     
—     
—     
811,636 
- For compensation at $0.14 per share (Note 10)
   
625,000     
6,250     
82,161     
—     
—     
88,411 
Stock option activity as follows:
   
      
      
      
      
      
  
- Stock-based compensation for options issued to
directors, officers, employees, and advisors (Note 11)
   
—     
—     
76,758     
—     
—     
76,758 
Net loss for the year ended October 31, 2023
   
—     
—     
—     
(1,251,188)    
—      (1,251,188)
Balance, October 31, 2023
    47,365,652    $ 2,541,515    $141,604,015    $ (138,645,486)   $
92,248    $
5,592,292 
 
 
The accompanying notes are an integral part of these
consolidated financial statements.
 
F-7 

 
 
 
NOTE 1 – ORGANIZATION AND DESCRIPTION
OF BUSINESS
Silver Bull Resources, Inc. (the “Company”)
was incorporated in the State of Nevada on November 8, 1993 as the Cadgie Company for the purpose of
acquiring and developing mineral
properties. The Cadgie Company was a spin-off from its predecessor, Precious Metal Mines, Inc. On June 28, 1996, the
Company’s
name was changed to Metalline Mining Company. On April 21, 2011, the Company’s name was changed to Silver Bull Resources, Inc.
The
Company’s fiscal year-end is October 31. The Company has not realized any revenues from its planned operations and is considered
an exploration stage
company. The Company has not established any reserves with respect to its exploration projects and may never enter
into the development stage with
respect to any of its projects.
The Company engages in the business of mineral
exploration. The Company currently owns a number of property concessions in Mexico (collectively
known as the “Sierra Mojada Property”).
The Company conducts its operations in Mexico through its wholly owned subsidiary corporations, Minera
Metalin S.A. de C.V. (“Minera
Metalin”), Contratistas de Sierra Mojada S.A. de C.V. (“Contratistas”) and Minas de Coahuila SBR S.A. de C.V. (“Minas”).
On August 26, 2021, Contratistas merged with and into Minera Metalin.
On April 16, 2010, Metalline Mining Delaware,
Inc., a wholly owned subsidiary of the Company incorporated in the State of Delaware, was merged with
and into Dome Ventures Corporation
(“Dome”), a Delaware corporation. As a result, Dome became a wholly owned subsidiary of the Company. Dome has
a wholly owned
subsidiary Dome Asia Inc., which is incorporated in the British Virgin Islands.
On April 23, 2023, Nomad Minerals Ltd. (“Nomad
Minerals”), a wholly owned subsidiary of the Company, was incorporated in British Columbia, Canada.
On April 28, 2023, Nomad Metals
Limited was incorporated at Astana International Financial Centre in Astana, Republic of Kazakhstan, as a wholly
owned subsidiary of Nomad
Minerals.
On August 12, 2020, the Company entered
into an option agreement (the “Beskauga Option Agreement”) with Copperbelt AG, a corporation existing
under the laws of Switzerland
(“Copperbelt Parent”), and Dostyk LLP, an entity existing under the laws of Kazakhstan and a wholly-owned subsidiary of
Copperbelt
(the “Copperbelt Sub,” and together with Copperbelt Parent, “Copperbelt”), pursuant to which the Company has the
exclusive right and option
to acquire Copperbelt’s right, title and 100% interest in the Beskauga property located in Kazakhstan,
which consists of the Beskauga Main project (the
“Beskauga Main Project”) and the Beskauga South project (the “Beskauga
 South Project,” and together the Beskauga Main Project, the “Beskauga
Project”). After the completion of due diligence,
the transaction contemplated by the Beskauga Option Agreement closed on January 26, 2021.
On February 5, 2021, Arras Minerals Corp. (“Arras”)
was incorporated in British Columbia, Canada, as a wholly owned subsidiary of the Company. The
Company sold all retained common shares of Arras and has not held any interest in Arras since 2022.
The Company’s efforts and expenditures
have been concentrated on the exploration of properties, principally in the Sierra Mojada Property located in
Coahuila, Mexico. The Company
 has not determined whether its exploration properties contain ore reserves that are economically recoverable. The
ultimate realization
 of the Company’s investment in exploration properties is dependent upon the success of future property sales, the existence of
economically
recoverable reserves, and the ability of the Company to obtain financing or make other arrangements for exploration, development, and
future profitable production activities. The ultimate realization of the Company’s investment in exploration properties cannot be
determined at this time.
F-8 

 
Exploration Stage
The
Company has established the existence of mineral resources for the Sierra Mojada Project. The Company has not established proven or probable
reserves, as defined by the United States Securities and the U.S. Securities and Exchange Commission (the “SEC”)
subpart 1300 of Regulation S-K (“S-K
1300”), through the completion
of a “final” or “bankable” feasibility study for Sierra Mojada Project. Furthermore, the Company has no plans
to establish
proven or probable reserves for Sierra Mojada Project. As a result, and despite the fact that the Company commenced extraction
of mineral resources at the
Sierra Mojada Property, the Company remains an exploration stage company, as defined by the SEC.
Beginning with the Company’s annual report
on Form 10-K for the year ended October 31, 2022, the Company reports its mineral resources in accordance
with S-K 1300.
Going Concern
Since its inception in November 1993, the
Company has not generated revenue and has incurred an accumulated deficit of $138,814,000. Accordingly, the
Company has not generated
cash flows from operations, and since inception the Company has relied primarily upon proceeds from private placements and
registered
direct offerings of the Company’s equity securities and warrant exercises as the primary sources of financing to fund the Company’s
operations.
As of October 31, 2024, the Company had cash and cash equivalents of $546,000. With respect to the anticipated costs
associated with the aforementioned
arbitration, as of September 5, 2023, the Company has secured third-party arbitration financing from
Bench Walk Advisors LLC (“Bench Walk” or the
“Funder”) in an amount of up to $9.5 million (Note 4). The funding
has been completed as a purchase of a contingent entitlement to damages in the event
that a damages award is recovered from Mexico.
Despite the arbitration financing in place,
based on the Company’s constrained cash and cash equivalents, and history of losses, there exists a certain level
of uncertainty
regarding the company’s ability to sustain its operation over the next 12 months as a going concern. While the Company entered into
a
Funding Agreement aimed at covering arbitration legal costs and certain other costs, supplemental fundraising will be essential to meet
more extensive
operational demands. Management plans to pursue possible financing and strategic options, including, but not limited to,
 obtaining additional equity
financing. Management has successfully pursued these options previously and believes that they alleviate the
substantial doubt that the Company can
continue its operations for the next 12 months as a going concern. However, there is no assurance
that the Company will be successful in pursuing these
plans. These consolidated financial statements have been prepared on a going concern
 basis and do not include any adjustments to the amounts and
classification of assets and liabilities that may be necessary in the event
the Company can no longer continue as a going concern. Such adjustments could
be material.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
This summary of significant accounting policies
is presented to assist in understanding the consolidated financial statements. The consolidated financial
statements and notes are representations
of the Company’s management, which is responsible for their integrity and objectivity.
Basis of Presentation
The Company’s consolidated financial
statements have been prepared in conformity with accounting principles generally accepted in the United States of
America (“GAAP”)
using the accrual method of accounting, except for cash flow amounts.
All figures are in United States dollars unless
otherwise noted.
Certain prior period amounts have been reclassified
 to conform to the presentation in the current period. Such reclassifications were not considered
material.
Principles of Consolidation
The consolidated financial statements include
the accounts of the Company and its wholly owned subsidiaries, after elimination of intercompany accounts
and transactions. The wholly
owned subsidiaries of the Company are listed in Note 1 to the consolidated financial statements.
The Company consolidated entities in which
it has a controlling financial interest based on either the variable interest entity (VIE) or voting interest model.
Under the VIE model, a VIE is a reporting entity
 that has (a) the power to direct the activities that most significantly impact the VIE’s economic
performance, and (b) the obligation
to absorb losses of, or the right to receive benefits from, the VIE that could potentially be significant to the VIE.
Currently, the Company
manages the mineral exploration program in the property concessions in Mexico through its wholly owned subsidiary corporation
Minera Metalin.
F-9 

 
Use of Estimates
The preparation of these consolidated financial
statements in conformity with GAAP requires management to make estimates based on assumptions about
future events that affect the amounts
reported in the consolidated financial statements and related notes to the consolidated financial statements. Actual
results could differ
from those estimates. Estimates and assumptions are reviewed on an ongoing basis based on historical experience and other factors that
are considered to be relevant under the circumstances. Revisions to estimates and assumptions are accounted for prospectively.
Significant areas involving the use of estimates
 include determining the allowance for uncollectible taxes, evaluating recoverability of property
concessions, evaluating impairment of
long-lived assets, evaluating recoverability of accounts receivable, calculating a valuation for warrant derivative
liability and calculating
stock-based compensation.
Cash and Cash Equivalents
Cash and cash equivalents include all highly
liquid investments with an original maturity of three months or less at the date of purchase.
Accounts Receivable
Accounts Receivable consists of corporate costs
that are to be reimbursed by Bench Walk 23P, L.P., a Delaware limited partnership (“Bench Walk”),
pursuant to the terms of
the Funding Agreement (Note 4). The Company anticipates full recovery of its current receivables within three months (Note 17).
Property Concessions
Property concession acquisition costs are capitalized
 when incurred and will be amortized using the units of production method following the
commencement of production. If a property concession
is subsequently abandoned or impaired, any capitalized costs will be expensed in the period of
abandonment or impairment. To date, no
property concessions have reached the production stage.
Acquisition costs include cash consideration
and the fair market value of shares issued on the acquisition of property concessions.
Exploration Costs
Exploration costs incurred are expensed to
the date of establishing that costs incurred are economically recoverable. Exploration expenditures incurred
subsequent to the establishment
 of economic recoverability are capitalized and included in the carrying amount of the related property. To date, the
Company has not established
the economic recoverability of its exploration prospects; therefore, all exploration costs are being expensed.
Office and Mining Equipment
Property and equipment are recorded at cost
less accumulated depreciation and impairment losses. Assets under construction are depreciated when they are
substantially complete and
available for their intended use, over their estimated useful lives. Repairs and maintenance of property and equipment are
expensed as
incurred. Costs incurred to enhance the service potential of property and equipment are capitalized and depreciated over the remaining
useful
life of the improved asset. Property and equipment are depreciated using the straight-line method over the estimated useful lives
of the related assets as
follows:
●
Mining equipment – five to 10 years
●
Vehicles – four years
●
Building and structures – 40 years
●
Computer equipment and software – three years
●
Well equipment – 10 to 40 years
●
Office equipment – three to 10 years
F-10 

 
Impairment of Long-Lived Assets
Management reviews and evaluates its long-lived
 assets for impairment when events and changes in circumstances indicate that the related carrying
amounts of its assets may not be recoverable.
Impairment is considered to exist if the future cash flows on an undiscounted basis are less than the carrying
amount of the long-lived
asset. An impairment loss is measured and recorded based on the difference between book value and fair value of the asset group.
In estimating
future cash flows, assets are grouped at the lowest level for which there is identifiable cash flows that are largely independent of cash
flows
from other asset groups. In estimating future cash flows, the Company estimates the price that would be received to sell an asset
group in an orderly
transaction between market participants at the measurement date. Significant factors that impact this price include
the price of silver and zinc, and general
market conditions for exploration companies, among other factors.
Income Taxes
The Company follows the asset and liability
method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are
determined based on temporary
differences between the tax basis and accounting basis of the assets and liabilities measured using tax rates enacted at the
balance sheet
date. The Company recognizes the tax benefit from uncertain tax positions only if it is at least “more likely than not” that
the tax position will
be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits
recognized in the financial statements
from such a position are measured based on the largest benefit that has a greater than 50% likelihood
of being realized upon settlement with the taxing
authorities. This accounting standard also provides guidance on de-recognition, classification,
interest and penalties, accounting in interim periods and
disclosure.
A valuation allowance is recorded against deferred
tax assets if management does not believe that the Company has met the “more likely than not” standard
imposed by this guidance
to allow recognition of such an asset. Management recorded a full valuation allowance at October 31, 2024 and 2023 against the
deferred
tax assets as it determined that future realization would not meet the “more likely than not” criteria.
Warrant Derivative Liability
The Company accounts for its warrants as either
equity or liabilities based upon the characteristics and provisions of each instrument. Warrants classified as
derivative liabilities
require separate accounting as liabilities are recorded on the Company’s consolidated balance sheets at their fair value on the
date of
issuance and will be revalued on each subsequent balance sheet date until such instruments are exercised or expire, with any changes
in the fair value
between reporting periods recorded as other income or expense. The Company has used the Black-Scholes pricing model
 to fair value the warrants.
Determining the appropriate fair-value model and calculating the fair value of warrants requires considerable
judgment. Any change in the estimates used
may cause the value to be higher or lower than that reported. The estimated volatility of the
Company’s common stock at the date of issuance, and at each
subsequent reporting period, is based on the historical volatility adjusted
to reflect the implicit discount to historical volatilities observed in the prices of
traded warrants. The risk-free interest rate is
based on rates published by the government for bonds with a maturity similar to the expected remaining life of
the warrants at the valuation
date. The expected life of the warrants is assumed to be equivalent to their remaining contractual term. The dividend yield is
expected
to be none as the Company has not paid dividends nor does the Company anticipate paying any dividend in the foreseeable future.
The derivative is not traded in an active market,
and the fair value is determined using valuation techniques. The estimates may be significantly different
from those recorded in the consolidated
financial statements because of the use of judgment and the inherent uncertainty in estimating the fair value of
these instruments that
 are not quoted in an active market. All changes in the fair value are recorded in the consolidated statement of operations and
comprehensive
loss each reporting period.
Stock-Based Compensation
The Company uses the Black-Scholes pricing
model as a method for determining the estimated fair value for all stock options awarded to employees,
officers, directors and consultants.
The expected term of the options is based upon an evaluation of historical and expected future exercise behavior. The
risk-free interest
rate is based on rates published by the government for bonds with a maturity similar to the expected remaining life of the options at
the
valuation date. Volatility is determined based upon historical volatility of the Company’s stock and adjusted if future volatility
is expected to vary from
historical experience. The dividend yield is assumed to be none as the Company has not paid dividends nor does
the Company anticipate paying any
dividends in the foreseeable future. The Company uses the graded vesting attribution method to recognize
compensation costs over the requisite service
period.
The Company classifies cumulative compensation
cost associated with options on subsidiary equity as additional paid-in capital until exercise.
F-11 

 
Loss per Share
Basic loss per share includes no dilution and
is computed by dividing net loss available to common shareholders by the weighted average common shares
outstanding for the period. Diluted
loss per share reflects the potential dilution of securities that could share in the earnings of an entity similar to fully
diluted loss
 per share. Although there were stock options and warrants in the aggregate of 12,538,788 shares and 10,013,788 shares outstanding at
October 31,
2024 and 2023, respectively, they were not included in the calculation of loss per share because they would have been considered anti-dilutive.
Foreign Currency Translation
During the years ended October 31, 2024
and 2023, the functional currency of Silver Bull Resources, Inc. and its subsidiaries was the U.S. dollar.
During the years ended October 31, 2024
and 2023, the Company’s Mexican operations’ monetary assets and liabilities with foreign source currencies were
translated
into U.S. dollars at the period-end exchange rate and non-monetary assets and liabilities with foreign source currencies were translated
using the
historical exchange rate. The Company’s Mexican operations’ revenue and expenses were translated at the average
exchange rate during the period except
for depreciation of office and mining equipment, costs of office and mining equipment sold and
impairment of property concessions, all of which are
translated using the historical exchange rate. Foreign currency translation gains
 and losses of the Company’s Mexican operations are included in the
consolidated statement of operations.
Accounting for Loss Contingencies and Legal
Costs
From time to time, the Company is named as
a defendant in legal actions arising from its normal business activities. The Company records an accrual for
the estimated loss from a
loss contingency when information available prior to issuance of its financial statements indicates that it is probable that a liability
has been incurred at the date of the financial statements and the amount of the loss can be reasonably estimated. Disclosure of a loss
contingency is made
by the Company if there is at least a reasonable possibility that a loss has been incurred, and either an accrual
has not been made or an exposure to loss
exists in excess of the amount accrued. In cases where only disclosure of the loss contingency
is required, either the estimated loss or a range of estimated
loss is disclosed or it is stated that an estimate cannot be made. Legal
costs incurred in connection with loss contingencies are considered period costs and
accordingly are expensed in the period services are
provided.
Recent Accounting Pronouncements Adopted
in the Year
Recent Accounting Pronouncements Adopted
in the Fiscal Year Ended October 31, 2024
In November 2023, Silver Bull adopted the Financial
Accounting Standards Board’s (“FASB”) Accounting Standards Updated (“ASU”) 2023-07, Segment
Reporting
(Topic 280): Improvements to Reportable Segment Disclosures. The ASU expands public entities’ segment disclosures by requiring
disclosure
of significant segment expenses that are regularly provided to the chief operating decision maker and included within each
reported measure of segment
profit or loss, an amount and description of its composition for other segment items, and interim disclosures
of a reportable segment’s profit or loss and
assets. All disclosure requirements under ASU 2023-07 are also required for
public entities with a single reportable segment. The adoption did not have a
significant impact on the Company’s financial position,
results of operations or cash flows and disclosures.
Recent Accounting Pronouncements Not Yet
Adopted
In March 2024, the FASB issued ASU 2024-02,
Codification Improvements - Amendments to Remove References to the Concepts Statements. This ASU
contains amendments to the Codification
that remove references to various FASB Concepts Statements. The effort facilitates Codification updates for
technical corrections such
as conforming amendments, clarifications to guidance, simplifications to wording or the structure of guidance and other minor
improvements.
While the amendments are not expected to result in significant changes for most entities, the FASB provided transition guidance since
some
entities could be affected. This ASU will be effective for fiscal years beginning after December 15, 2024, with early adoption permitted.
The Company is
currently evaluating the impact of adopting this ASU on its consolidated financial statements and disclosures.
F-12 

 
In December 2023, the FASB issued ASU 2023-09,
Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU expands public
entities’ income tax disclosures by requiring
disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on
income taxes paid. The
standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital
allocation
decisions. This ASU will be effective for fiscal years beginning after December 15, 2024. The guidance will be applied on a prospective
basis
with the option to apply the standard retrospectively. Early adoption is permitted. The Company is currently evaluating the impact
of adopting this ASU on
its consolidated financial statements and disclosures.
Other recent accounting pronouncements issued
by the FASB (including its Emerging Issues Task Force) and the SEC did not or are not expected to have a
significant impact on the Company’s
present or future consolidated financial statements.
NOTE
3 – ILLEGAL BLOCKADE OF SIERRA MOJADA PROPERTY AND ICSID ARBITRATION
The Company’s efforts and expenditures
have been concentrated on the exploration of properties, principally with respect to the Sierra Mojada Property
located in Coahuila, Mexico.
On June 1, 2018, the Company and its subsidiaries
Minera Metalin and Contratistas de Sierra Mojada S.A. de C.V. entered into an earn-in option agreement
(the “South32 Option Agreement”)
with South32 International Investment Holdings Pty Ltd (“South32”), a wholly-owned subsidiary of South32 Limited
(ASX/JSE/LSE:
S32), whereby South32 was able to obtain an option to purchase 70% of the shares of Minera Metalin (the “South32 Option”).
On October  11, 2019, the Company and its
 subsidiary Minera Metalin issued a notice of force majeure to South32 pursuant to the South32 Option
Agreement. Due to an illegal blockade
by a cooperative of local miners called Sociedad Cooperativa de Exploración Minera Mineros Norteños, S.C.L.
(“Mineros
Norteños”), the Company halted all work on the Sierra Mojada Property. The notice of force majeure was issued because the
Company and its
subsidiary Minera Metalin were unable to perform their obligations under the South32 Option Agreement due to the blockade.
Pursuant to the South32
Option Agreement, any time period provided for in the South32 Option Agreement was to be generally extended by
a period equal to the period of delay
caused by the event of force majeure.
On August 31, 2022, due to the ongoing blockade
of the site, the South32 Option Agreement was mutually terminated by South32 and the Company.
No portion of the equity value of the Company
was classified as temporary equity as the South32 Option had no intrinsic value. South32 paid $518,000 to
the Company as a final payment
for the exploration costs incurred by the Company during the blockade, and the Company released South32 from all of
claims as of the date
of termination.
As of September 12, 2024, the blockade by Mineros
Norteños at, on and around the Sierra Mojada Property is ongoing, and the Company remains unable
to access the Sierra Mojada Property.
On March 2, 2023, the Company filed the NAFTA
 Notice of Intent. The Company has been unable to access the project since the illegal blockade
commenced in September 2019. Despite numerous
demands and requests for action by the Company, Mexican governmental agencies have allowed this
unlawful conduct to continue and, as such,
failed to protect the Company’s investment.
The Company held a meeting with Mexican government
officials in Mexico City on May 30, 2023, in an attempt to explore amicable settlement options
and avoid arbitration. However, the 90-day
period for amicable settlement under NAFTA expired on June 2, 2023, without a resolution.
On June 28, 2023, the Company commenced international
arbitration proceedings against Mexico under the United States-Mexico-Canada Agreement
(“USMCA”) and NAFTA (the “Arbitration”).
The Arbitration was initiated under the Convention on the Settlement of Investment Disputes between States
and Nationals of Other States
process, which falls under the auspices of the World Bank’s International Centre for Settlement of Investment Disputes
(“ICSID”),
to which Mexico is a signatory.
On June 17, 2024, the Company filed its Memorial
submission with ICSID detailing the claim against Mexico as well as damages for the sum of $408
million. The Arbitration hearing is set
to commence in October 2025.
The Company has engaged Boies Schiller Flexner
(UK) LLP as its legal advisers on the legacy NAFTA claim.
NOTE
4 – ARBITRATION FINANCING
On September 5, 2023, the Company entered into
a litigation funding agreement (“Funding Agreement” or the “LFA”) with Bench Walk, a third party,
which specializes
in funding litigation and arbitration claims. Under the terms of the LFA, Bench Walk has agreed to fund the Company with up to $9.5
million
 to cover the Company’s legal, tribunal and external expert costs and defined corporate operating expenses associated with the Arbitration
proceedings as a purchase of a contingent entitlement to damages.
F-13 

 
During the year ended October 31, 2024 and
2023, pursuant to the terms of the LFA, the Company received a reimbursement of corporate operating costs
in the amount of $800,000 and
$96,740, respectively, from Bench Walk. Additionally, Bench Walk has made payments on the Company’s behalf for legal
and arbitration
 costs totaling $1,416,545 during the year ended October 31, 2024 and accumulated legal and arbitration costs of $1,979,384 since
September
2023. The Company continues to have complete control over the conduct of the international arbitration proceedings, insofar as the proceedings
relate to the Company’s claims, and continues to have the right to settle with Mexico, discontinue proceedings, pursue the proceedings
to a merit hearing
and take any action the Company considers appropriate to enforce the resulting arbitral award.
The Company agreed that Bench Walk shall be
entitled to receive a share of any proceeds arising from the Claim (the “Claim Proceeds”) of up to 3.5x
Bench Walk’s
capital outlay (or, if greater, a return of 1.0x Bench Walk’s capital outlay plus 30% of Claim Proceeds). The actual return to Bench
Walk may
be lower than the foregoing amounts depending on how quickly the Claim is resolved.
As security for Bench Walk’s entitlement
to receive a share of the Claim Proceeds under the LFA, the Company granted to Bench Walk a security interest
in the Claim Proceeds, the
Claim, all documents of title pertaining to the Claim, rights under any appeal bond or similar instrument posted by any of the
defendants
in the Claim, and all proceeds of any of the foregoing.
During the fiscal year ended October 31, 2024
 and 2023, the following is a summary of the Company’s expenditures that have been incurred and
reimbursed or are expected to be
reimbursed from Bench Walk (Note 17).
 
 
 
   
 
 
 
 
2024
   
2023
 
 
 
    
  
Exploration and property holding costs
  $
171,670    $
27,829 
Personnel
   
234,230     
49,812 
Office and administrative
   
196,389     
68,303 
Professional services
   
149,691     
47,974 
Directors’ fees
   
86,155     
42,919 
Income taxes
   
2,980     
— 
 
   
841,116     
236,837 
Changes for the year
   
(659,903)    
(96,740)
Accounts receivable
  $
181,213    $
140,097 
Accounts receivable – October 31, 2022
  $
— 
Expenditure incurred during the year ended October 31, 2023
   
236,837 
Funding received
   
(96,740)
Accounts receivable – October 31, 2023
   
140,097 
Expenditure incurred during the year ended October 31, 2024
   
841,116 
Funding received
   
(800,000)
Accounts receivable – October 31, 2024
  $
181,213 
NOTE 5 – DUE FROM RELATED PARTY
As of October 31, 2024, due from related party
consists of $22,095 (October 31, 2023 - $57,853) due from Arras Minerals Corp. (“Arras”) for shared
employees’ salaries
and office expenses. The Company and Arras have overlapping directors and officers. This amount is non-interest bearing and is to be
repaid
on demand. During the fiscal year ended October 31, 2024 and 2023, expenses totaling $294,911 and $315,084, respectively, were incurred
by the
Company on behalf of Arras.
NOTE 6 – VALUE-ADDED TAX RECEIVABLE
Value-added tax (“VAT”) receivable
relates to VAT paid in Mexico. The Company estimates net VAT of $88,814 (2023 - $100,613) will be received and
believes that it remains
legally entitled to be refunded the full amount of the VAT receivable and intends to rigorously continue its VAT recovery efforts.
While
 the Company continues to pursue recovery from the Mexican government, the outcomes and process for recovering VAT can
 be lengthy and
unpredictable. The allowance for uncollectible VAT was estimated by management based upon several factors, including
the length of time the returns have
been outstanding, responses received from tax authorities, general economic conditions in Mexico and
estimated net recovery after commissions.
F-14 

 
A summary of the changes in the allowance for
uncollectible VAT for the fiscal years ended October 31, 2024 and 2023 is as follows:
 
 
  
Allowance for uncollectible VAT – October 31, 2022
  $
449,219 
Provision for uncollectible VAT
   
44,713 
Foreign currency translation adjustment
   
42,078 
Allowance for uncollectible VAT – October 31, 2023
   
536,010 
Recovery of provision for uncollectible VAT 
   
(8,020)
Foreign currency translation adjustment
   
(52,082)
Allowance for uncollectible VAT – October 31, 2024
  $
475,908 
 
NOTE 7 – OFFICE AND MINING EQUIPMENT
The following is a summary of the Company’s
office and mining equipment at October 31, 2024 and 2023:
 
 
October 31,
   
October 31,
 
 
 
2024
   
2023
 
 
 
    
  
Mining equipment
  $
396,153    $
396,153 
Vehicles
   
73,036     
92,873 
Buildings and structures
   
185,724     
185,724 
Computer equipment and software
   
75,304     
74,236 
Well equipment
   
39,637     
39,637 
Office equipment
   
47,597     
47,597 
 
   
817,451     
836,220 
Less: Accumulated depreciation
   
(694,998)    
(705,283)
Office and mining equipment, net
  $
122,453    $
130,937 
 
During the year ended October 31, 2024 and
2023, the Company recorded a gain on sale of a vehicle of $16,134 and $nil, respectively, which is included in
miscellaneous income in
the consolidated statements of operations and comprehensive loss.
NOTE 8 – PROPERTY CONCESSIONS
The following is a summary of the Company’s
property concessions in Sierra Mojada, Mexico as at October 31, 2024 and 2023:
Property concessions – October 31, 2022
    $
5,019,927 
Impairment
     
(15,541)
Property concessions – October 31, 2023
     
5,004,386 
Property concessions – October 31, 2024
    $
5,004,386 
 
During
the fiscal year ended October 31, 2023, the Company decided to withdraw certain concession applications in Sierra Mojada, Mexico. As a
result,
the Company has written off the capitalized property concession balance related to these concessions of $15,541 in accordance
with Level 3 of the fair
value hierarchy.
If the blockade at Sierra Mojada Property continues,
further impairment of property concessions is possible.
NOTE 9 – LOAN PAYABLE
In June 2020, the Company received $29,531
($CDN 40,000) in the form of a Canada Emergency Business Account (“CEBA”) loan. CEBA is part of the
economic assistance program
launched by the Government of Canada to ensure that businesses had access to capital during the COVID-19 pandemic. The
CEBA loan program
was increased, and in January 2021, the Company applied and qualified for an additional $15,615 ($CDN 20,000) CEBA loan.
As at October 31, 2023, the total CEBA loan
amount stood at $CDN 60,000, with $CDN 20,000 forgivable if repaid by December 31, 2023. Additionally,
the CEBA loan would accrue no interest
to December 31, 2023, and thereafter would convert to a three-year term loan with a 5% annual interest rate.
On December 8, 2023, the Company repaid $29,438
($CDN 40,000) of the CEBA loan, and pursuant to its terms, recognized $14,719 ($CDN 20,000) in
miscellaneous income as forgiveness of
the remaining portion of the CEBA loan.
As at October 31, 2024, the total CEBA loan
has been repaid.
 
F-15 

 
Loan payable – October 31, 2023
  $
43,256 
Repayment
   
(29,438)
Foreign currency translation adjustment
   
901 
Miscellaneous income
   
(14,719)
Loan payable – October 31, 2024
  $
— 
NOTE 10 – COMMON STOCK
No shares of common stock were issued during
the year ended October 31, 2024.
On October
30, 2023, the Company completed a private placement for 11,685,000 units at an issuance price of $CDN 0.11 per unit (the “$CDN 0.11
Unit”)
for gross proceeds of $929,786 ($CDN 1,285,350). Each $CDN 0.11 Unit consists of one share of the Company’s common
stock and one half of one
transferable common stock purchase warrant (each whole warrant, a “$CDN 0.13 Warrant”).  Each
$CDN 0.13 Warrant entitles the holder thereof to
acquire one share of common stock at a price of $CDN 0.13 for a period of 60 months from
the closing of the private placement. The Company paid
finders’ fees totaling $14,210 to agents with respect to certain purchasers
who were introduced by these agents. In addition, the Company incurred other
offering costs
of approximately $29,145. Of these costs $3,468 is included in warrant issuance costs in the consolidated statements of operations and
comprehensive loss.
On March 9, 2023, the Company issued 625,000
shares of common stock at an average price of $0.14 per share as payment of accrued management
bonuses in the amount of $88,411 ($CDN121,875)
based on the closing trading price on the date of approval by the Company’s board of directors.
NOTE 11 – STOCK OPTIONS
The Company has one stock option plan under
which equity securities are authorized for issuance to officers, directors, employees and advisors: the 2019
Stock Option and Stock Bonus
Plan (the “2019 Plan”). The 2019 Plan was amended on April 19, 2022 (the “Amended 2019 Plan”). Under the Amended
2019 Plan, 10% of the total shares outstanding are reserved for issuance upon the exercise of options or the grant of stock bonuses, to
a maximum of
15,000,000 shares.
Options are typically granted with an exercise
price equal to the closing market price of the Company’s stock at the date of grant, have a graded vesting
schedule over two or
three years and have a contractual term of five years.
On January 30, 2024, the Company granted options
to acquire 2,425,000 shares of common stock with a weighted-average grant-date fair value of $0.06
per share and an exercise price of
$CDN 0.16 per share.
On March 2, 2023, the Company granted options
to acquire 150,000 shares of common stock with a weighted-average grant-date fair value of $0.07 per
share and an exercise price of $CDN
0.195 per share.
No options were exercised during the years
ended October 31, 2024 and 2023.
A summary of the range of assumptions used to value
stock options granted for the years ended October 31, 2024 and 2023 are as follows:
 
 
 
 
Year Ended
October 31,
Options
 
2024
 
2023
 
 
 
 
 
Expected volatility
 
74% – 78%
 
74% – 81%
Risk-free interest rate
 
4.12% – 4.25%
 
3.83% – 3.96%
Dividend yield
 
—
 
—
Expected term (in years)
 
2.50 – 3.50
 
2.50 – 5.00
 
 
 
 
 
 
The following is a summary of stock option
activity for the fiscal years ended October 31, 2024 and 2023:
Options
   
Shares
   
Weighted Average
Exercise Price
($CDN)
   
Weighted
Average
Remaining
Contractual Life
(Years)
   
Aggregate
Intrinsic Value  
 
   
    
 
   
 
   
  
  Outstanding at October 31, 2022
     
3,193,750
    $
0.34
     
4.25
   $
—
 
    Granted
     
150,000
     
0.195
     
 
     
 
 
    Cancelled
     
(400,000)
   
0.32
     
 
     
 
 
    Expired
     
(643,750)
   
1.71
     
 
     
 
 
  Outstanding at October 31, 2023
     
2,300,000
     
0.29
     
3.37
     
—
 
    Granted
     
2,425,000
     
0.16
     
 
     
 
 
  Outstanding at October 31, 2024
     
4,725,000
     
0.24
     
3.16
     
—
 
  Exercisable at October 31, 2024
     
3,058,334
    $
0.28
     
2.76
   $
—
 
 
The Company recognized stock-based compensation
costs for stock options of $119,290 and $76,758 for the fiscal years ended October 31, 2024 and 2023,
respectively. As of October 31,
2024, there remains $38,501 of total unrecognized compensation expense, which is expected to be recognized over a
weighted average period
of 0.52 years.
Summarized information about stock options
outstanding and exercisable at October 31, 2024 is as follows:
 
Options Outstanding
     
Options Exercisable
 
  Exercise Price ($CDN)       Number Outstanding      
 Weighted Average
Remaining
     
Weighted Average
Exercise Price ($CDN)
      Number Exercisable      
Weighted Average
Exercise Price
($CDN)
 

Contractual Life
(Years)
$
0.32
     
2,150,000      
2.30
    $
0.32
     
2,150,000    $
0.32
 
 
0.195
     
150,000      
3.36
     
0.195
     
100,000     
0.195
 
 
0.16
     
2,425,000      
3.90
     
0.16
     
808,334     
0.16
 
$
0.28
     
4,725,000      
3.16
    $
0.28
     
3,058,334    $
0.28
 
 
Summarized information about stock options outstanding
and exercisable at October 31, 2023 is as follows:
 
 
Options Outstanding
     
Options Exercisable
 
 
Exercise Price
      Number Outstanding      
 Weighted Average
Remaining
Contractual Life
(Years)
     
Weighted Average
Exercise Price
      Number Exercisable      
Weighted Average
Exercise Price
 
$
0.23
     
2,150,000     
3.30
    $
0.23
     
1,433,333    $
0.23
 
 
0.14
     
150,000     
4.37
     
0.14
     
50,000     
1.26
 
 
F-16 

 
 
NOTE 12 – WARRANTS
No warrants were issued or exercised during
the year ended October 31, 2024.
During the year ended October 31, 2023, the
Company issued 5,842,499 warrants with an exercise price of $CDN 0.13 in connection with the $CDN 0.11
Unit private placement (Note 10).
The fair value of the warrants issued in the $CDN 0.11 Unit private placement was determined to be $78,263 based on
the Black-Scholes
pricing model using a risk-free interest rate of 4.80%, expected volatility of 40.77%, dividend yield of 0%, and a contractual term of
five
years adjusted for the liquidity of the Company’s common stock and resale restrictions on the shares to be received on exercise
of the warrants.
No warrants were exercised during the year
ended October 31, 2023.
A summary of warrant activity for the fiscal
years ended October 31, 2024 and 2023 is as follows:
Warrants
 
Shares
   
Weighted Average
Exercise Price
   
Weighted
Average
Remaining
Contractual Life
(Years)
   
Aggregate
Intrinsic Value  
Outstanding and exercisable at October 31, 2022*
   
1,971,289
    $
0.59
     
2.99
    $
—
 
Issued in the $CDN 0.13 Unit private placement (Note 10)
   
5,842,499
     
0.11
     
5.00
     
—
 
Outstanding and exercisable at October 31, 2024 and 2023
   
7,813,788
    $
0.23
     
3.24
    $
—
 
 
* Pursuant to the Distribution, 1,971,289 warrants
with a weighted average exercise price of $0.59 are exercisable into one share of common stock of the
Company and one common share of
Arras. The Company will receive $0.34 of the proceeds from the exercise of each of these warrants and the remaining
proceeds will be paid
to Arras.
Summarized information about warrants outstanding
and exercisable at October 31, 2024 is as follows:
 
Warrants Outstanding and Exercisable
 
 
Exercise Price
     
Number
Outstanding
     
 Weighted Average Remaining
Contractual Life (Years)
     
Weighted Average Exercise Price
 
$
0.59
     
1,971,289
     
1.99
    $
0.59
 
 
 0.10*
     
5,842,499
     
5.00
     
0.10
 
$
0.23
     
7,813,788
     
4.24
    $
0.23
 
 
* The Company’s $CDN warrants have been
recognized as a derivative liability. The following is a summary of the Company’s warrant derivative liability
at
October 31, 2024 and 2023:
 
Warrant derivative liability at October 31, 2022
 
$
—
Warrants issued in $CDN 0.11 Unit private placement
 
 
78,263 
Change in fair value of warrant derivative liability
 
 
40 
Foreign currency translation adjustment
 
 
(215)
Warrant derivative liability at October 31, 2023
 
$
78,088 
Foreign currency translation adjustment
 
 
402 
Change in fair value of warrant derivative liability
 
 
11,090 
 Warrant derivative liability at October 31, 2024
 
$
89,580 
 
The fair value of the warrants issued in the
CDN$ 0.11 Unit private placement was revalued to be $89,580 based on the Black-Scholes pricing model using
a risk-free interest rate of
4.135%, expected volatility of 39.43%, dividend yield of 0%, and a contractual term of 4.00 years adjusted for the liquidity of the
Company’s
common stock to be received on exercise of the warrants as of October 31, 2024.
The Company has reclassified derivative warrant
liabilities of $78,088 on the statement of financial position as at October 31, 2023 to conform to the
current period’s presentation.
The change in presentation had no impact on net and comprehensive loss, or cash flows, or loss per share for the years ended
October 31,
2024, or October 31, 2023. The change in presentation had no impact on total assets, total liabilities or shareholders equity as at October
31,
2024
NOTE 13 – INCOME TAXES
Provision for Taxes
The Tax Act was signed into law on December 22,
2017 and the Tax Act required the Company to use a statutory tax rate of 21% for the years ended
October 31, 2024 and 2023.
The Company files a United States federal income
tax return and a Canadian branch return on a fiscal year-end basis and files Mexican income tax returns
for its two Mexican subsidiaries
on a calendar year-end basis. The Company and two of its wholly owned subsidiaries, Minera Metalin and Minas, have not
generated taxable
income since inception.
Contratistas, another wholly owned Mexican
subsidiary, has historically generated taxable income based upon intercompany fees billed to Minera Metalin
on the services it provides.
On August 26, 2021, Contratistas merged with and into Minera Metalin.
F-17 

 
On April 16, 2010, a wholly owned subsidiary
of the Company was merged with and into Dome, resulting in Dome becoming a wholly owned subsidiary
of the Company. Dome, a Delaware corporation,
files a tax return in the United States as part of the Company’s consolidated tax return.
The components of loss before income taxes
were as follows:
 
 
For the year ended
 
 
 
October 31,
 
 
 
2024
   
2023
 
United States
  $
(40,000)   $
(871,000)
Foreign
   
(129,000)    
(380,000)
Loss before income taxes
  $
(169,000)   $
(1,251,000)
 
The components of the provision for income
taxes are as follows:
 
 
For the year ended
 
 
 
October 31,
 
 
 
2024
   
2023
 
Current tax expense
  $
1,055    $
2,217 
Deferred tax expense
   
—     
— 
 
  $
1,055    $
2,217 
 
   
      
  
The Company’s provision for income taxes
for the fiscal year ended October 31, 2024 consisted of a tax expense of $1,055 (2023 - $2,217) related to a
provision for income
taxes for the Silver Bull Canadian branch return for the fiscal year ended October 31, 2024.
The reconciliation of the provision for income
taxes computed at the U.S. statutory rate to the provision for income tax as shown in the statement of
operations and comprehensive loss
is as follows:
 
 
For the year ended
 
 
 
October 31,
 
 
 
2024
   
2022
 
 
   
     
 
Income tax benefit calculated at U.S. federal income tax rate
  $
(35,000)   $
(263,000)
 
   
      
  
Differences arising from:
   
      
  
Other permanent differences
   
57,000     
187,000 
Differences due to foreign income tax rates
   
(26,000)    
(34,000)
Adjustment to prior year taxes
   
153,000     
269,000 
Inflation adjustment foreign net operating loss
   
(51,000)    
(363,000)
Foreign currency fluctuations
   
10,000     
(320,000)
Decrease in valuation allowance
   
(589,000)    
(831,000)
Net operating loss carry forwards expiration - Mexico
   
484,000     
1,359,000 
Other
   
(2,000)    
(2,000)
Net income tax provision
  $
1,000    $
2,000 
 
 
F-18 

 
 
The components of the deferred tax assets at
October 31, 2024 and 2023 were as follows:
 
 
For
the year ended October 31,
 
 
 
2024
   
2023
 
 
 
 
   
 
 
Deferred tax assets:
   
      
  
Net operating loss carry forwards – U.S.
  $
5,155,000    $
5,146,000 
Net operating loss carry forwards – Mexico
   
2,080,000     
2,806,000 
Exploration costs
   
1,046,000     
1,109,000 
Other – United States
   
21,000     
103,000 
Other – Mexico
   
90,000     
24,000 
Total net deferred tax assets
   
8,392,000     
9,188,000 
Less: valuation allowance
   
(8,392,000)    
(9,188,000)
Net deferred tax asset
  $
—    $
— 
At October 31, 2024, the Company has U.S.
net operating loss carry-forwards of approximately $19 million that expire in the years 2028 through 2037 and
$5 million which will be
carried forward indefinitely. The Company has approximately $3 million of net operating loss carry-forwards in Mexico that
expire in the
calendar years 2024 through 2033.
The valuation allowance for deferred tax assets
of $8.4 million and $9.2 million at October 31, 2024 and 2023, respectively, relates principally to the
uncertainty of the utilization
 of certain deferred tax assets, primarily net operating loss carry forwards in various tax jurisdictions. The Company
continually assesses
both positive and negative evidence to determine whether it is more likely than not that the deferred tax assets can be realized prior
to
their expiration. Based on the Company’s assessment, it has determined that the deferred tax assets are not currently realizable.
Net Operating Loss Carry Forward Limitation
For U.S. federal income tax purposes, a change
in ownership under IRC Section 382 has occurred as a result of the Dome merger in April 2010. When an
ownership change has occurred, the
utilization of these losses against future income would be subject to an annual limitation, which would be equal to the
value of the acquired
company immediately prior to the change in ownership multiplied by the IRC Section 382 rate in effect during the month of the
change.
Accounting for Uncertainty in Income Taxes
During the fiscal years ended October 31,
2024 and 2023, the Company has not identified any unrecognized tax benefits or had any additions or reductions
in tax positions and therefore
a reconciliation of the beginning and ending amount of unrecognized tax benefits is not presented.
The Company does not have any unrecognized tax benefits as of October 31,
2024, and accordingly the Company’s effective tax rate will not be materially
affected by unrecognized tax benefits
The following tax years remain open to examination
by the Company’s principal tax jurisdictions:
 United States:
 2020 and all following years
 Mexico:
 2019 and all following years
 Canada:
 2020 and all following years
 
The Company has not identified any uncertain
 tax position for which it is reasonably possible that the total amount of unrecognized tax benefit will
significantly increase or decrease
within the next 12 months.
The Company’s policy is to classify tax
 related interest and penalties as income tax expense. There is no interest or penalties estimated on the
underpayment of income taxes
as a result of unrecognized tax benefits.
NOTE
14 – FINANCIAL INSTRUMENTS
Fair Value Measurements
All financial assets and financial liabilities
are recorded at fair value on initial recognition. Transaction costs are expensed when they are incurred, unless
they are directly attributable
to the acquisition of financial assets or the assumption of liabilities carried at amortized cost, in which case the transaction
costs
adjust the carrying amount.
F-19 

 
The three levels of the fair value hierarchy
are as follows:
 
Level 1
Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
 
 
Level 2
Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the
asset or liability; and
 
 
Level 3
Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by
little or no market activity).
 
Under fair value accounting, assets and liabilities
are classified in their entirety based on the lowest level of input that is significant to the fair value
measurement. The Company’s
 financial instruments consist of cash and cash equivalents, accounts receivable, due from related party, investments,
accounts payable,
loan payable and warrant derivative liability.
The carrying amounts of cash and cash equivalents,
accounts receivable, due from related party and accounts payable approximate fair value at October 31,
2024 and 2023 due to the
short maturities of these financial instruments. Loan payable is classified as Level 2 in the fair value hierarchy. There were not
transfers
between levels 1, 2 and 3 during the years ended October 31, 2024 and 2023.
Warrant Derivative Liability
The Company accounts for its warrants as either
equity or liabilities based upon the characteristics and provisions of each instrument. Warrants classified as
derivative liabilities
require separate accounting as liabilities are recorded on the Company’s consolidated balance sheets at their fair value on the
date of
issuance and will be revalued on each subsequent balance sheet date until such instruments are exercised or expire, with any
changes in the fair value
between reporting periods recorded as other income or expense. The Company has used the Black-Scholes pricing
model to fair value the warrants (Note
12). Determining the appropriate fair-value model and calculating the fair value of warrants requires
considerable judgment. Any change in the estimates
used may cause the value to be higher or lower than that reported. The estimated volatility
of the Company’s common stock at the date of issuance, and at
each subsequent reporting period, is based on the historical volatility
adjusted to reflect the implicit discount to historical volatilities observed in the prices
of traded warrants. The risk-free interest
rate is based on rates published by the government for bonds with a maturity similar to the expected remaining life
of the warrants at
the valuation date. The expected life of the warrants is assumed to be equivalent to their remaining contractual term. The dividend yield
is
expected to be none as the Company has not paid dividends nor does the Company does not anticipate paying any dividend in the foreseeable
future.
The derivative is not traded in an active market,
and the fair value is determined using valuation techniques. The estimates may be significantly different
from those recorded in the consolidated
financial statements because of the use of judgment and the inherent uncertainty in estimating the fair value of
these instruments that
 are not quoted in an active market. All changes in the fair value are recorded in the consolidated statement of operations and
comprehensive
loss each reporting period. This is considered to be a Level 3 financial instrument.
The Company has the following liabilities under the
fair value hierarchy:
 
 
October
31, 2024
 
Liability
 
Level
1
   
Level
2
   
Level
3
 
 
   
      
      
  
Warrant derivative liability
  $
—    $
—    $
89,580 
Credit Risk
Credit risk is the risk that the counterparty
to a financial instrument will cause a financial loss for the Company by failing to discharge its obligations. To
mitigate exposure to
 credit risk on financial assets, the Company has established policies to ensure liquidity of funds and ensure that counterparties
demonstrate
minimum acceptable credit worthiness.
The Company maintains its U.S. dollar and $CDN
cash and cash equivalents in bank and demand deposit accounts with major financial institutions with
high credit standings. Cash deposits
held in Canada are insured by the Canada Deposit Insurance Corporation (“CDIC”) for up to $CDN 100,000. Certain
Canadian bank
accounts held by the Company exceed these federally insured limits or are uninsured as they related to U.S. dollar deposits held in Canadian
financial institutions. As of October 31, 2024 and 2023, the Company’s cash and cash equivalent balances held in Canadian financial
institutions included
$413,780 and $913,397, respectively, which was not insured by the CDIC. The Company has not experienced any losses
on such accounts and management
believes that using major financial institutions with high credit ratings mitigates the credit risk in
cash and cash equivalents.
F-20 

 
As at October 31, 2024 and 2023, cash and cash
equivalents consist of guaranteed investment certificates of $17,390 and $3,172, respectively, held in bank
accounts.
The Company also maintains cash in bank accounts
in Mexico. These accounts are denominated in the local currency and are considered uninsured. As of
October 31, 2024 and 2023, the
U.S. dollar equivalent balance for these accounts was $69,093 and $23,183, respectively. As of October 31, 2024, a cash
balance of $69,093
($MXN 1,389,737) was subject to seizure by the Mexican government due to a dispute over certain years’ VAT and corporate tax.
Other receivables, accounts receivable and
due from related party comprise receivable from GST refunds, Bench Walk and a related party. Receivable
balances are monitored on an ongoing
basis with the result that the Company’s exposure to impairment is not significant. At October 31, 2024 and 2023,
none of the Company’s
receivables are impaired. All receivables are normally settled between 30 to 90 days.
Liquidity Risk
Liquidity risk is the risk that the Company
will be unable to meet its financial obligations as they fall due. The Company’s approach to managing its
liquidity risk is to ensure,
as much as possible, that it will have sufficient liquid funds to meet its liabilities when due.
At October 31, 2024, the Company has $545,961
 (2023 - $1,008,507) of cash and cash equivalents to settle current liabilities of $467,916 (2023-
$900,423). All payables classified as
current liabilities are due within one year.
Interest Rate Risk
The Company holds substantially all of the
Company’s cash and cash equivalents in bank and demand deposit accounts with major financial institutions.
The interest rates received
on these balances may fluctuate with changes in economic conditions. Based on the average cash and cash equivalent balances
during the
fiscal year ended October 31, 2024, a 1% decrease in interest rates would have resulted in a reduction in interest income for the
period of
approximately $3,000.
Foreign Currency Exchange Risk
Certain purchases of labor, operating supplies
and capital assets are denominated in $CDN, $MXN or other currencies. As a result, currency exchange
fluctuations may impact the costs
of the Company’s operations. Specifically, the appreciation of the $MXN or $CDN against the U.S. dollar may result in
an increase
in operating expenses and capital costs in U.S. dollar terms. The Company currently does not engage in any currency hedging activities.
Based on the net exposures as at October 31,
2024, a 5% depreciation or appreciation of the $CDN and $MXN against the U.S. dollar would result in an
increase/decrease of approximately
$60,000 in the Company’s net income.
NOTE 15 – COMMITMENTS AND CONTINGENCIES
Compliance with Environmental Regulations
The Company’s exploration activities
are subject to laws and regulations controlling not only the exploration and mining of mineral properties, but also the
effect of such
activities on the environment. Compliance with such laws and regulations may necessitate additional capital outlays or affect the economics
of a project, and cause changes or delays in the Company’s activities.
Property Concessions Mexico
To properly maintain property concessions in
Mexico, the Company is required to pay a semi-annual fee to the Mexican government and complete annual
assessment work.
Royalty
The Company
has agreed to pay a 2% net smelter return royalty on certain property concessions within the Sierra Mojada Property based on the revenue
generated from production. Total payments under this royalty are limited to $6.875 million (the “Royalty”). To date, no royalties
have been paid.
F-21 

 
Litigation and Claims
Mineros Norteños Case
On
May 20, 2014, Mineros Norteños filed an action in the Local First Civil Court in the District of Morelos, State of Chihuahua,
Mexico, against the
Company’s subsidiary, Minera Metalin, claiming that Minera Metalin breached an agreement regarding the development
of the Sierra Mojada Property.
Mineros Norteños sought payment of the Royalty, including interest at a rate of 6% per annum since
August 30, 2004, even though no revenue has been
produced from the applicable mining concessions. It also sought payment of wages
to the cooperative’s members since August 30, 2004, even though none
of the individuals were hired or performed work for Minera
 Metalin under this agreement and Minera Metalin did not commit to hiring them. On
January 19, 2015, the case was moved to the Third
District Court (of federal jurisdiction). On October 4, 2017, the court ruled that Mineros Norteños was
time barred from bringing
the case. On October 19, 2017, Mineros Norteños appealed this ruling. On July 31, 2019, the Federal Appeals Court upheld
the
original ruling. This ruling was subsequently challenged by Mineros Norteños and on January 24, 2020, the Federal Circuit
Court ruled that the Federal
Appeals Court must consider additional factors in its ruling. In March 2020, the Federal Appeals Court upheld
the original ruling after considering these
additional factors. In August 2020, Mineros Norteños appealed this ruling, which appeal
the Company timely responded and objected to on October 5,
2020. On March 26, 2021, the Federal Circuit Court issued a final and
conclusive resolution, affirming the Federal Appeals Court decision. Despite the
judgments in favour of the Company, Mineros Norteños
 has continued to block access to the facilities at Sierra Mojada since September 2019. The
Company has filed criminal complaints
 with the State of Coahuila, federal and state authorities have been contacted to intervene and terminate the
blockade, and the Company
has attempted to negotiate with Mineros Norteños, without resolution to date. The Company has not accrued any amounts in its
consolidated
financial statements with respect to this claim.
ICSID Arbitration
On
March 2, 2023, the Company filed the NAFTA Notice of Intent (Note 3). As is required by Article 1118 of NAFTA, the Company sought
to settle this
dispute with Mexico through consultations. On May 30, 2023, the Company attended a meeting with Mexican government officials
in Mexico City, but,
notwithstanding the Company’s good faith efforts to resolve the dispute amicably, no settlement was reached.
Accordingly, the Company filed a request for
arbitration with ICSID on June 28, 2023. On July 20, 2023, ICSID registered the request.
On June 17, 2024, the Company filed its Memorial submission
with ICSID detailing the claim against Mexico as well as damages for the sum
of $408 million. The Arbitration hearing is set to commence in October
2025.
As
Arbitration proceedings are in early stages, the Company cannot determine the likelihood of succeeding in collecting any amount, as such
has not
accrued any amounts in the consolidated financial statements with respect to this claim.
Valdez Case
On February 15,
2016, Messrs. Jaime Valdez Farias and Maria Asuncion Perez Alonso (collectively, “Valdez”) filed an action before the
Local First Civil
Court of Torreon, State of Coahuila, Mexico, against the Company’s subsidiary, Minera Metalin, claiming that Minera
Metalin had breached an agreement
regarding the development of the Sierra Mojada Property. Valdez sought payment in the amount of $5.9
million for the alleged breach of the agreement. On
April 28, 2016, Minera Metalin filed its response to the complaint, asserting various
defenses, including that Minera Metalin terminated the agreement
before the payment obligations arose and that certain conditions precedent
to such payment obligations were never satisfied by Valdez. The Company and
the Company’s Mexican legal counsel asserted all applicable
defenses. In May 2017, a final judgment was entered finding for the Company, the defendant,
acquitting the Company of all of the plaintiff’s
claims and demands. However, due to a technicality in an early procedural act, Valdez was allowed to, and
did, challenge the judgment
before a local Appeals Court. On October 1, 2020, the Appeals Court entered a resolution overturning the previous judgment
and entering
a resolution in favor of Valdez in the amount of $5 million, plus court costs. In November 2020, the judgment of the Appeals Court was
timely
challenged by the Company by means of an “Amparo” lawsuit (Constitutional protection) before a Federal Circuit Court.
In June 2021, the Federal Circuit
Court ruled in favour of the plaintiff. The Company believes these judgments are contrary to applicable
law. The plaintiff initiated proceedings to enforce
the Appeals Court resolution, and the Company has offered a mining concession as payment
in full to terminate this controversy definitively. The Company
believes the likelihood of the plaintiff succeeding in collecting any
amount on this claim is remote, as such the Company has not accrued any amounts in its
consolidated financial statements with respect
to this claim.
From time to time,
 the Company is involved in other disputes, claims, proceedings and legal actions arising in the ordinary course of business. The
Company
intends to vigorously defend all claims against the Company and pursue its full legal rights in cases where the Company has been harmed.
Although the ultimate outcome of these proceedings cannot be accurately predicted due to the inherent uncertainty of litigation, in the
 opinion of
management, based upon current information, no other currently pending or overtly threatened proceeding is expected to have
a material adverse effect on
the Company’s business, financial condition or results of operations.
F-22 

 
Arbitration Financing
On
September 5, 2023, the Company entered into the LFA with Bench Walk (Note 4). Under the terms of the LFA, Bench Walk has agreed to fund
the
Company with up to $9.5 million to cover the Company’s legal, tribunal and external expert costs and defined corporate operating
expenses associated with
the Claim in relation to the international arbitration proceedings as a purchase of a contingent entitlement
to damages. The Company continues to have
complete control over the conduct of the international arbitration proceedings, insofar as the
proceedings relate to the Company’s claims, and continues to
have the right to settle with the respondent, discontinue proceedings,
pursue the proceedings to trial and take any action the Company considers appropriate
to enforce judgment.
The
Company agreed that Bench Walk shall be entitled to receive a share of any proceeds arising from the Claim Proceeds of up to 3.5x Bench
Walk’s
capital outlay (or, if greater, a return of 1.0x Bench Walk’s capital outlay plus 30% of Claim Proceeds). The actual
return to Bench Walk may be lower than
the foregoing amounts depending on how quickly the Claim is resolved.
As
security for Bench Walk’s entitlement to receive a share of the Claim Proceeds under the LFA, the Company granted to Bench Walk
a security interest
in the Claim Proceeds, the Claim, all documents of title pertaining to the Claim, rights under any appeal bond or
similar instrument posted by any of the
defendants in the Claim, and all proceeds of any of the foregoing.
Management Retention Agreement and Salaries
The Company has established
a Management Retention Agreement (the “MRA”), which is a long-term incentive program to retain key personnel of the
Company
who have important historical information and knowledge to contribute with respect to the Arbitration. The MRA provides that if the Company
is successful and the Company receives damages proceeds, 12% of the net proceeds will be directed to the MRA for distribution to its participants.
Each
participant must satisfy specific Arbitration related duties and if they do so, each participant may be entitled to a pre-defined
percentage of the proceeds
received by the MRA. The Toronto Stock Exchange (the “TSX”) and the Company’s disinterested
shareholders have approved of the MRA as of the date of
Silver Bull’s 2024 annual meeting of shareholders in April 2024.
Additionally, management
of the Company has agreed to defer a portion of its salaries, as well as an annual bonuses granted, with the deferred amounts
only being
paid in the event that the Company is successful in its Arbitration proceedings and the Company having sufficient funds to pay the deferred
amounts after discharging amounts owed to priority creditors, such as Bench Walk.  Deferred amounts owed to management will accrue
interest at a rate of
6% per annum, compounded annually. As of October 31, 2024, the deferred salary and bonus amounts, with accrued interest
is approximately $444,000.
As the outcome of
the ICSID arbitration is not determinable as at October 31, 2024, no expense has been recorded in relation to the above.
NOTE 16 – SEGMENT INFORMATION
The Company
operates in a single reportable segment: the exploration of mineral property interests. The Company has mineral property interests in
Sierra
Mojada, Mexico.
Geographic information is approximately as
follows:
 
 
For the Year Ended
 
 
 
October 31,
 
 
 
2024
   
2023
 
Net loss
   
      
  
Mexico
  $
(127,000)   $
(404,000)
Kazakhstan
   
(2,000)    
(3,000)
Canada
   
(40,000)    
(844,000)
Net Loss
  $
(169,000)   $
(1,251,000)
  
 
F-23 

 
The following table details the allocation
of assets included in the accompanying consolidated balance sheet at October 31, 2024:
 
 
Canada
   
Mexico
   
Total
   
Cash and cash equivalents
  $
477,000    $
69,000    $
546,000 
Other receivables
   
2,000     
—     
2,000 
Accounts receivables
   
181,000     
—     
181,000 
Prepaid expenses and deposits
   
40,000     
5,000     
45,000 
Due from related party
   
22,000     
—     
22,000 
Value-added tax receivable, net
   
—     
89,000     
89,000 
Office and mining equipment, net
   
—     
122,000     
122,000 
Property concessions
   
—     
5,004,000     
5,004,000 
 
  $
722,000    $
5,289,000    $
6,011,000 
 
The following table details the allocation of assets
included in the accompanying consolidated balance sheet at October 31, 2023:
 
 
 
Canada
   
Mexico
   
Total
 
Cash and cash equivalents
  $
985,000    $
23,000    $
1,008,000 
Other receivables
   
6,000     
—     
6,000 
Accounts receivables
   
140,000     
—     
140,000 
Prepaid expenses and deposits
   
40,000     
5,000     
45,000 
Due from related party
   
58,000     
—     
58,000 
Value-added tax receivable, net
   
—     
101,000     
101,000 
Office and mining equipment, net
   
—     
131,000     
131,000 
Property concessions
   
—     
5,004,000     
5,004,000 
 
  $
1,229,000    $
5,264,000    $
6,493,000 
 
The Company has significant assets in Coahuila,
 Mexico. Although Mexico is generally considered economically stable, it is always possible that
unanticipated events in Mexico could disrupt
 the Company’s operations. The Mexican government does not require foreign entities to maintain cash
reserves in Mexico.
The following table details the allocation
of exploration and property holding costs for the exploration properties:
 
 
For the Year Ended
 
 
 
October 31,
 
 
 
2024
   
2023
 
Exploration and property holding costs for the year
   
      
  
Mexico
  $
(194,000)   $
(329,000)
Kazakhstan
   
(2,000)    
(3,000)
 
  $
(196,000)   $
(332,000)
 
NOTE 17 – SUBSEQUENT EVENTS
On January 21, 2025, the Company received
an additional payment of $200,000 from Bench Walk.
 
F-24 

 
 
 

Exhibit 3.2.1
 
 
FIRST AMENDMENT TO
BYLAWS
OF
METALLINE MINING COMPANY
(A Nevada for profit corporation)
This FIRST AMENDMENT TO BYLAWS, effective as
of January 26, 2023, amends the Bylaws (the “Bylaws”) of Metalline Mining Company, a
Nevada corporation currently known
as Silver Bull Resources, Inc., pursuant to Section 13 (Amendments) thereof.
1.
Section 3.7 of the Bylaws is hereby removed and replaced with the following:
3.7       Quorum.
At any meeting of the shareholders, 5% of all shares entitled to vote, present in person or by proxy, at the
meeting shall constitute
a quorum, unless or except to the extent that the presence of a larger number may be required by law.
If a quorum is not present at any meeting,
the chairman of the meeting or the holders of a majority of the shares of stock entitled
to vote who are present, in person or by proxy,
may adjourn the meeting to another place, date, or time. Once a share is represented for
any purpose at a meeting, it is deemed present
for quorum purposes for the remainder of the meeting and for any adjournment of that
meeting unless a new record date is or must be set
for that adjourned meeting.

Exhibit 4.1
 
 
DESCRIPTION
OF CAPITAL STOCK
The following is a description
of each class of securities of Silver Bull Resources, Inc. (“Silver Bull” or the “Company”) that is registered
under
Section  12 of the Securities Exchange Act of 1934, as amended, and does not purport to be complete. For a complete description
 of the terms and
provisions of such securities, refer to the Company’s articles of incorporation and the Company’s bylaws,
which are incorporated herein by reference to
Exhibit  3.1 to the Company’s Current Report on Form  8-K filed with the Securities
 and Exchange Commission (the “SEC”) on April  21, 2021 and
Exhibit 3.1.2 to the Company’s Annual Report on
Form 10-K filed with the SEC on January 14, 2011, respectively. This summary is qualified in its entirety
by reference to these
documents.
Common Stock
Silver Bull’s articles
of incorporation authorize Silver Bull to issue 150,000,000 shares of common stock, $0.01 par value per share. As of October
31, 2023,
47,365,652 shares of Silver Bull common stock were issued and outstanding. The rights of the holders of Silver Bull common stock are governed
by Chapter 78 of the Nevada Revised Statutes, Silver Bull’s articles of incorporation and Silver Bull’s bylaws.
Dividend Rights
Holders of Silver Bull
common stock will be entitled to receive dividends when, as and if declared by the Company’s board of directors, and out
of funds
legally available for their payment. At the present time, the Company does not anticipate paying dividends, cash or otherwise, on Silver
Bull
common stock in the foreseeable future. Future dividends will depend on the Company’s earnings, if any, the Company’s
financial requirements and other
factors.
Redemption Rights
Silver Bull common stock
is not redeemable or convertible.
Voting Rights
Each holder of Silver Bull
common stock is entitled to one vote per share, and all voting rights are vested in the holders of shares of Silver Bull
common stock.
Holders of shares of common stock will have noncumulative voting rights, which means that the holders of more than 50% of the shares
voting
for the election of directors will be able to elect 100% of the directors, and the holders of the remaining shares voting for the election
of directors
will not be able to elect any directors.
Election of Directors
The Company’s directors
are elected by a majority vote in a meeting at which a quorum is present. A director candidate that receives a majority of
the votes
in favor of such candidate will be elected to serve on the Company’s board of directors.
In February 2016, the Company’s board
of directors adopted a majority voting policy stipulating that stockholders shall be entitled to vote in favor
of, or withhold from voting
for, each individual director nominee at a stockholders’ meeting. If the number of shares “withheld” for any nominee
exceeds
the number of shares voted “for” such nominee, then, notwithstanding that such director was duly elected as a matter
of corporate law, he or she shall
tender his or her written resignation to the chair of the board. The Corporate Governance and Nominating
Committee will consider such offer of resignation
and will make a recommendation to the board of directors concerning the acceptance
or rejection of the resignation after considering, among other things,
the stated reasons, if any, why certain stockholders “withheld”
votes for the director, the qualifications of the director and whether the director’s resignation
from the board would be in the
best interests of the Company. The board of directors must take formal action on the Corporate Governance and Nominating
Committee’s
recommendation within 90 days and announce its decision by a press release. According to the majority voting policy, the affected director
cannot participate in the deliberations of the Corporate Governance and Nominating Committee or the board of directors regarding his
or her resignation.
The majority voting policy applies only in circumstances involving an uncontested election of directors, meaning
an election in which the number of
nominees is equal to the number of directors to be elected.
 
 

 
 
Liquidation Rights
In the event of the Company’s
voluntary or involuntary liquidation, dissolution or winding up, the holders of Silver Bull common stock will be
entitled to share equally
in any of Silver Bull’s assets available for distribution after the payment in full of all debts and distributions.
No Preemptive or Similar
Rights
Under Nevada law, a stockholder
of a corporation does not have a preemptive right to acquire the corporation’s unissued shares unless there is a
provision to the
contrary in the articles of incorporation. The Company’s articles of incorporation do not provide the Company’s stockholders
with any
preemptive or similar rights.
Transfer Agent
The transfer agent and
 registrar for Silver Bull common stock is Olympia Trust Company, located at 925 West Georgia Street, Suite  1900,
Vancouver, British
Columbia V6C 3L2, Canada.
Warrants
As of October 31, 2023,
the Company had issued and outstanding warrants to purchase 1,971,289 shares at $0.59 per share (the “$0.59 Warrants”)
and
5,842,499 shares at $0.11 per share, exercisable on October 27, 2020 and October 30, 2023 and expiring on October 27, 2025 and
October 30, 2028,
respectively. In accordance with the terms of the Separation and Distribution Agreement between Silver Bull and Arras,
the Company will receive $0.34 of
the proceeds from the exercise of each of these warrants and the remaining proceeds will be paid to
Arras from the $0.59 Warrants.
The number of shares of
Silver Bull common stock to be received upon the exercise of each warrant may be adjusted from time to time upon the
occurrence of certain
events, including but not limited to (i) a declaration of a dividend or other distribution in respect of Silver Bull common stock;
(ii) a
subdivision, redivision or change to the outstanding shares of Silver Bull common stock into a greater number of shares of
Silver Bull common stock;
(iii) a reduction, combination or consolidation of Silver Bull common stock into a lesser number of shares
of Silver Bull common stock; (iv) a rights
offering to subscribe for or purchase Silver Bull common stock or securities convertible
into or exchangeable for Silver Bull common stock; and (v) a
reorganization, reclassification, consolidation, amalgamation, arrangement
or merger of the Company with or into any other corporation or entity, or a sale,
lease, exchange or transfer of substantially all of
the undertaking of assets of the Company, or similar event.
Anti-Takeover Provisions
in the Company’s Articles of Incorporation and Bylaws
The Company’s articles
of incorporation and bylaws also contain provisions that the Company describes in the following paragraphs, which may
delay, defer, discourage,
or prevent a change in control of the Company, the removal of the Company’s existing management or directors, or an offer by a
potential
acquirer to the Company’s stockholders, including an offer by a potential acquirer at a price higher than the market price for the
stockholders’
shares.
Among other things, Silver
Bull’s articles of incorporation and bylaws:
·
provide that vacancies on the board of directors may be filled by the vote of a two-thirds (2/3) majority
of the directors then in office or in the
case of a vacancy by resignation or death, by the majority of directors then in office;
·
establish advance notice procedures with regard to stockholder proposals relating to the nomination of
candidates for election as directors or
new business to be brought before meetings of the Company’s stockholders. These procedures
provide that notice of stockholder proposals
must be timely given in writing to the Company’s corporate secretary prior to the meeting
at which the action is to be taken. Generally, to be
timely, notice must be received at the Company’s principal executive offices
not less than 120 days prior to the first anniversary of the prior
year’s annual meeting (or, in the case of a special meeting,
 a reasonable time before the Company begins to print and send its proxy
materials). The Company’s bylaws specify the information
that must be included in a stockholder’s notice. These requirements may prevent
stockholders from bringing matters before the stockholders
at an annual or special meeting;
·
provide that stockholders may not act by written consent in lieu of a meeting;
·
provide that stockholders are not permitted to call special meetings of stockholders. Only the board of
directors, by a two-thirds (2/3) majority
vote, and the Company’s president are permitted to call a special meeting of stockholders;
and
·
provide that the Company’s board of directors, by a two-thirds (2/3) majority vote, may amend or
repeal the Company’s bylaws without
further stockholder approval unless otherwise required by law, and provide that a stockholder
amendment to the bylaws requires a favorable
vote of sixty-six and two-thirds percent (66 2/3%) of the Company’s outstanding voting
shares then entitled to vote at an election of directors.
 
 

1.
2.
3.
1.
Exhibit 19.1
 
 
Silver
Bull Resources, Inc.
Policy
Against Trading On The Basis Of Inside Information
Adopted
by the Board of Directors on May 1, 2006
 
A.
Introduction
 
During the course of your employment or consulting relationship with Silver Bull Resources, Inc. (referred to herein as “Silver
Bull”),
you may receive important information that is not yet available to the general public, such as information that is not
disclosed to the public in a press
release or Securities and Exchange Commission (SEC) filing. This non-public or “inside information”
may be about Silver Bull or about other publicly-
traded companies with which Silver Bull has business dealings. Because of your access
to this information, you may be in a position to profit financially
by buying or selling or in some other way dealing in Silver Bull
stock or stock of another publicly-traded company (“insider trading”), or to disclose
such information to a third party who
does so (a practice known as “tipping”).
It is illegal for anyone to use “Material Inside Information” (defined below) in order to gain any personal benefit,
or to pass on, or tip
the information to someone who does so. There is no minimum threshold test that must be passed for this type of
liability to attach. Use of inside
information to gain personal benefit and tipping are as illegal with respect to a few shares of stock
as they are with respect to a large number of shares.
You can be held liable both for your own transactions and those effected by a tippee,
or even a tippee of a tippee. The only exception is that transactions
directly with Silver Bull, e.g., option exercises or purchases
under Silver Bull’s employee stock purchase plan, will not create problems. However, the
subsequent sale of such stock is fully
subject to these restrictions.
 
At Silver Bull, we believe it is important to avoid even the appearance of insider trading in stock, as well as the illegal practice
of
insider trading itself. For that reason, we have developed this written policy (“Policy”) to protect our employees, consultants,
and Silver Bull.
 
B.
How
You Can Identify Material Inside Information
 
As a practical matter, it is sometimes difficult to determine whether you possess Material Inside Information. The key to determining
whether nonpublic information you possess is Material Inside Information is whether dissemination of the information would be likely
to affect the
market price of the company’s stock or would be likely to be considered important by investors who are considering
trading in that company’s stock.
Certainly, if the information makes you want to buy or sell securities, it would probably have
the same effect on others.
 
 
 

2.
3.
1.
2.
 
Although by no means an all-inclusive list, information about the following items may be considered to be “inside information”
until it
is publicly disseminated:
 
a)
financial
results or forecasts (for a company as a whole or for a subsidiary or division)
b)
a
new product, discovery or invention
c)
acquisitions
or dispositions, or restructurings and reorganizations
d)
results
of any well-drilling operations
e)
pending
public or private sales of debt or equity security
f)
major
contract awards or cancellations
g)
scientific,
clinical or regulatory achievements
h)
top
management or control changes
i)
possible
tender offers
j)
significant
writeoffs
k)
significant
litigation
l)
corporate
partner relationships
m)
notice
of issuance of patents
n)
stock
splits and dividend changes (if applicable)
 
It is irrelevant as to how you obtain Material Inside Information. The law states that liability may be imposed whether the information
is obtained in the course of your employment, from outside of Silver Bull, or even accidentally or inadvertently such as by overhearing
a conversation in
our offices. If you are in doubt as to whether information you possess is Material Inside Information, you should assume
the information is material
unless management advises you to the contrary.
 
C.
Specific
Requirements Prohibiting Misuse of Material Inside Information
 
You must keep all market sensitive or confidential information (whether generated internally or acquired from any outside source)
strictly
 confidential. Even within Silver Bull, you should only disclose such information to those who “need to know” in order for
 Silver Bull to
effectively carry out our business. If there are rumors that are widespread and accurate, this does not mean that information
has become publicly known
and does not mean that you are relieved from your obligation to treat the information as confidential.
 
You may not trade in the stock or other securities of a firm at any time when, as a result of Silver Bull’s employment, you have
Material Inside Information about that firm. This restriction on insider trading is not limited to trading in Silver Bull’s securities.
It includes trading in
the securities of other firms, particularly those that are current or prospective customers or suppliers of Silver
Bull and those with which Silver Bull may
currently be negotiating. "Trading" is the purchase or sale of stocks, bonds, debentures,
options, or other marketable securities. Questions as to what
transactions are covered by these terms can be addressed to our President.
 
 

3.
4.
5.
1.
1.
 
In addition, you may not communicate Material Inside Information learned or developed through your employment with Silver Bull to
other
persons (this would be "tipping") who may misuse the information. You may not recommend that anyone purchase or sell any securities
on the
basis of such information, even if you do not disclose any specific Material Inside Information. So long as material information
is not public, members
of your immediate family and others who have received the information from you are not permitted to trade in the
securities.
 
Even after information has been reported by the press or appears on the SEC website, we do not consider it public until 24 hours have
passed and general marketplace has had time to evaluate the information. Therefore, after Material Inside Information learned or developed
through your
employment with Silver Bull has been publicly disclosed through a press release or other official announcement, you should
not trade in the securities
until 24 hours following the announcement to allow the market to absorb the information. (Officers and directors
of Silver Bull must follow a more
stringent “window period” described under a separate policy.)
 
In the event you learn of any violation of this Policy, including violations by yourself (which may be inadvertent) or violations of
others, you must immediately report such violation(s) to our President or another member of management in accordance with our Code of
Ethics.
 
D.
Responsibilities
and Penalties
 
Every person who had previous knowledge of Material Inside Information is responsible for ensuring that he or she does not violate
federal
or state securities laws or this Policy covering securities trading. Under federal securities laws, unlawful purchases, sales, or communications
related to insider trading and tipping can result in substantial civil and criminal penalties, including fines of up to three times the
profit gained or loss
avoided, as well as imprisonment. Silver Bull, as your employer, could also be liable for fines of $1 million or
more as a consequence of an employee's
or consultant’s insider trading or tipping.
 
E.
Officer
and Directors
 
Because the officers and directors of Silver Bull are the most visible to the public and are most likely, in the view of the public,
to
possess inside information about Silver Bull, we ask them to do more than refrain from insider trading. Under a separate policy applicable
to officers and
directors, we suggest that they limit their transactions in Silver Bull stock to defined time periods following public
dissemination of quarterly and annual
financial results, notify our President prior to engaging in transactions in Silver Bull stock
and observe other restrictions designed to minimize the risk of
apparent or actual insider trading.
 
 
 

1.
2.
 
F.
Conclusion
 
It would be impossible for this Policy to cover every possible violation of law related to insider trading, so it is important to remember
that this Policy is not intended to draw a line between legal and illegal practices under the law. Instead, this Policy is intended to
establish policies and
procedures to avoid even the appearance of impropriety.
 
Anyone who effects transactions in Silver Bull stock or the stock of other public companies engaged in business transactions with
Silver
Bull (or provides information to enable others to do so) on the basis of inside information is subject to civil liability and criminal
penalties, as well
as disciplinary action or discharge by Silver Bull. Our executive officers are responsible for providing guidance
regarding this policy. Should you have
questions about these matters, you should consult with your own attorney or the President.
 
The
undersigned states and attests as follows:
 
I
have read and understood the foregoing Policy and agree to abide by its terms. I understand that should I acquire Material Inside Information
or market information whose dissemination would reasonably be expected to impact the value of related securities, it would be illegal
 for me to
capitalize on that information by trading in those related securities while such information remains material and non-public.
 
 
 
_____________________________
__________________
Employee/Consultant Signature
Date
 
 
 
_____________________________
 
(Please Print Name and Title)
 

Exhibit 19.2
 
 
 
Silver
Bull Resources, Inc.
Policy
for Stock Trading by Directors, Executive Officers and Other Members of Management
 
Adopted
by the Board of Directors on May 1, 2006
 
 
The
Board of Directors of Silver Bull Resources, Inc. (“Silver Bull” or the “Company”) believes that members of management
(including
consultants) and directors of Silver Bull should have a meaningful investment in Silver Bull. As stockholders themselves,
directors and members of
management are more likely to represent the interests of other stockholders. Likewise, management may perform
more effectively with the incentive of
stock options or stock ownership.
 
However,
from time to time members of management and directors will be aware of information that could be material to a stockholder’s
investment
decision, but which in the best interests of Silver Bull should not be disclosed until some later time. Hindsight can be remarkably acute,
and
an accusation can always be made that at any particular time a purchase or sale of stock by an insider was motivated by undisclosed
favorable or
unfavorable information. In such circumstances, the appearance of a problem can be almost as problematic as an actual abuse,
both to Silver Bull and to
the insider involved.
The
Board of Directors has therefore determined that, in addition to the requirements set forth in Silver Bull’s Policy Against
Trading on the
Basis of Insider Information, it would be useful to establish guidelines for stock sales by directors and members
of management.
 
The
policies outlined in paragraph A through E below apply to all directors and executive officers of Silver Bull and to such other employees
of
Silver Bull as the President or the Chief Financial Officer may designate from time to time because of their access to sensitive Company
information.
Generally, any entities or family members whose trading activities are controlled or influenced by any director, executive
officer, or other member of
management should be considered to be subject to the same restrictions. These guidelines are:
 
A.                
Transactions During “Window Periods”:
Generally, members of management and directors should buy or sell Silver Bull stock in
the market during a “window period”
commencing on the third business day after general public release of Silver Bull’s annual or quarterly earnings
through the end
of the quarter. This “window” may be closed early or may not open if, in the judgment of Silver Bull’s President and
Chief Financial
Officer, there exists undisclosed information that would make trades by members of Silver Bull’s management inappropriate.
 
 
 

 
Even
 within the window period, an insider who desires to buy or sell Silver Bull stock must consult in advance with Silver Bull’s Chief
Financial Officer to confirm that he is not aware of undisclosed information that would make such a trade inappropriate.
 
B.                
Transactions Outside “Window Periods”:
An insider who believes that special circumstances require him to trade outside the
window period should consult with Silver Bull’s
President or Chief Financial Officer. Permission to trade will be granted only where the circumstances
are extenuating and there appears
to be no significant risk that trade may subsequently be questioned.
 
C.                
Purchases or Sales Under Rule 10b5-1 Stock Trading
Plan: Members of management may purchase or sell shares of Silver Bull
stock under a Rule 10b5-1 trading plan provided the plan is
accomplished through a reputable broker-dealer and meets the legal requirements for such
plan. Persons utilizing the plan must notify
the Company upon the adoption of the plan and upon each transaction under the plan. Transactions under a
Rule 10b5-1 plan are not subject
to the window period requirements contained in Paragraphs A and B.
 
D.                
Rules and Reporting Obligations: Finally, executive
officers and directors should take care not to violate the prohibition on short-
swing trading (Exchange Act Section 16(b)), the rules
against short sales (Exchange Act Section 16(c)) and the restrictions on sales by control persons
(Rule 144) and to file all appropriate
reports (Forms 3, 4, and 5, and, where appropriate, Form 144). Executive officers and directors who beneficially
own more than 5% of
Silver Bull’s outstanding stock must additionally adhere to the reporting requirements under Section 13(d) and 13(g) of the
Securities
and Exchange Act of 1934. Please consult with Silver Bull’s Chief Financial Officer for assistance with the foregoing.
 
E.                
Duty to Report Transactions on Forms 3, 4, and 5:
The following applies to “reporting persons,” including any executive officer,
director, or a beneficial owner of greater
than 10% of Silver Bull’s securities, as well as any affiliates of any reporting person. Reporting obligations may
continue to
be applicable even after a person is no longer an executive officer, director, or beneficial owner.
 
1.                 
Each person who is subject to the reporting obligation is individually responsible for filing his or her own reports. Silver Bull
personnel
may assist the individual in preparing or filing the reports, but ultimately it is the individual’s, not Silver Bull’s, responsibility.
 
2.                 
All reports must be filed in electronic format with the SEC’s Electronic Data Gathering Analysis and Retrieval System (EDGAR).
A second copy must be sent contemporaneously to Silver Bull. When complying with your reporting obligations and SEC regulations, it is
important
that you consult with Silver Bull’s Chief Financial Officer.
 
 

 
(a)               
Form 3: You must file a Form 3 within
10 days of the event by which you become a reporting person (i.e., executive
officer, director, 10% holder or other reporting person),
regardless of whether you acquired any securities as a result of becoming a reporting person.
 
Example:
A person who is appointed as an officer on June 4th and receives a stock option to purchase 100 shares of common stock
must
file a Form 3 on or before June 14th whether or not that person owns any of Silver Bull’s stock or stock options.
 
(b)              
Form 4: This form reports changes in beneficial
ownership (sales, purchases, gifts, stock bonuses, warrant exercises, etc.)
and you must file a Form 4 before the end of the second
business day following the day on which a transaction resulting in a change in beneficial
ownership has been executed.
 
Example:
A sale of common stock on Thursday, June 4th must be reported no later than Monday, June 8th.
 
Example:
A grant of a stock bonus of 100 shares of common stock or an option to purchase 100 shares of common stock on Monday,
August 25th
must be reported no later than Wednesday, August 27th.
 
(c)               
Form 5: This form must be filed on or
before the 45th day of the end of the issuer’s fiscal year if there are transactions not
previously reported. Silver
Bull’s fiscal year ends October 31st. Transactions previously reported are not required to be included on this form.
 
 
The
undersigned states and attests as follows:
 
I
have read and understood the foregoing as well as Silver Bull’s “Policy Against Trading on the Basis of Inside Information,”
and agree to abide
by the terms of each.
 
 
__________________________________
Signature	                           Date
 
 
 
__________________________________
(Please Print Name and Title)

Exhibit 21.1
 
SUBSIDIARIES
OF THE REGISTRANT
Silver Bull Resources,
Inc. (the “Company”) currently conducts its operations through subsidiaries. The names and ownership structure of its
subsidiaries
as of October 31, 2024 are set forth in the chart below:
Name
Jurisdiction of Incorporation or
Organization
Ownership Percentage
Metalline, Inc. (“Metalline”)
Colorado, USA
100% by Silver Bull
Minera Metalin S.A. de C.V. (“Minera Metalin”)
Mexico
99.998% by Silver Bull and 0.002% by Metalline
Minas de Coahuila SBR S.A. de C.V.
Mexico
99.998% by Silver Bull and 0.002% by Metalline
Dome Ventures Corporation (“Dome”)
Delaware, USA
100% by Silver Bull
Dome Asia Inc.
British Virgin Islands
100% by Dome
Dome Minerals Nigeria Limited
Nigeria
99.99% by Dome Asia Inc.
Nomad Minerals Ltd. (“Nomad Minerals”)
Kazakhstan
100% by Silver Bull
Nomad Metals Limited.
Kazakhstan
100% by Nomad Minerals
 
 
 
 

Exhibit 23.1
 
CONSENT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
We hereby consent to the incorporation
by reference in the Registration Statements on Form S-1 (File Nos. 333-214228, 333-221459, 333-227465,
and 333-251229), as
amended, and Form S-8 (File Nos. 333-171723, 333-180142, 333-214229, 333-221460, and 333-232627) of Silver Bull Resources,
Inc. of our report dated January  28, 2025 relating to the audit of the consolidated financial statements, which appears in this
Annual Report on Form 10-K
for the year ended October 31, 2024.
 
 
/s/ Smythe LLP
Smythe LLP
Chartered Professional Accountants
 
Vancouver, Canada
January 28, 2025
 

Exhibit 23.2
 
CONSENT
OF ARCHER, CATHRO & ASSOCIATES (1981) LIMITED
 
We, Archer, Cathro & Associates
(1981) Limited, hereby consent to the incorporation by reference of any mineral resources and other analyses
performed by us in our capacity
as an independent consultant to Silver Bull Resources, Inc. (the “Company”), which are set forth in the Company’s Annual
Report on Form 10-K for the year ended October 31, 2024 (the “Form 10-K”), in the Company’s Registration Statements
on Form S-1 (File Nos. 333-
214228, 333-221459, 333-227465, and 333-251229), as amended, and Form S-8 (File Nos. 333-171723,
333-180142, 333-214229, 333-221460, and 333-
232627), or in any prospectuses or amendments or supplements thereto. We also consent to the
 reference to us under the heading “Experts” in such
Registration Statements and any related amendments or prospectuses.
 
In connection with the Company’s
Form 10-K, we also consent to:
 
·
the filing and use of the technical report summary titled “S-K 1300
Summary Technical Report on the Resources of the Silver-Zinc Sierra
Mojada Project Coahuila, Mexico” (the “Technical Report
 Summary”), dated January 24, 2023, as an exhibit to and referenced in the
Form 10-K or any amendment or supplement thereto;
·
the use of and references to our name, including our status as an expert
or “qualified person” (as defined in Subpart 1300 of Regulation S-K
promulgated by the Securities and Exchange Commission),
in connection with the Form 10-K or any amendment or supplement thereto and
any such Technical Report Summary; and
·
the information derived, summarized, quoted or referenced from the Technical
Report Summary, or portions thereof, that was prepared by us,
that we supervised the preparation of and/or that was reviewed and approved
by us, that is included or incorporated by reference in the
Form 10-K or any amendment or supplement thereto.
 
We are a qualified person responsible
for authoring, and this consent pertains to, the following sections of the Technical Report Summary:
 
·
Sections 1 - 3, 9, 11 and 22
 
 
 
  ARCHER, CATHRO & ASSOCIATES (1981) LIMITED
 
   
Date: January 28, 2025
  By: /s/
Heather Burrell
 
   
Name: Heather Burrell, P.
Geo.
 
   
Title: Partner and Senior Geologist
 

Exhibit 23.3
 
CONSENT
OF TIMOTHY BARRY
I, Timothy Barry, in connection
with Silver Bull Resources, Inc.’s Annual Report on Form 10-K dated January 28, 2025 (the “Form 10-K”),
consent to:
·
the filing and use of the technical report summary titled “S-K 1300
Summary Technical Report on the Resources of the Silver-Zinc Sierra
Mojada Project Coahuila, Mexico” (the “Technical Report
 Summary”), dated January 24, 2023, as an exhibit to and referenced in the
Form 10-K or any amendment or supplement thereto;
·
the use of and references to my name, including my status as an expert or
“qualified person” (as defined in Subpart 1300 of Regulation S-K
promulgated by the Securities and Exchange Commission), in
connection with the Form 10-K or any amendment or supplement thereto and
any such Technical Report Summary; and
·
the information derived, summarized, quoted or referenced from the Technical
Report Summary, or portions thereof, that was prepared by me,
that I supervised the preparation of and/or that was reviewed and approved
 by me, that is included or incorporated by reference in the
Form 10-K or any amendment or supplement thereto.
 
I am a qualified person responsible
for authoring, and this consent pertains to, the following sections of the Technical Report Summary:
 
·        
Sections 1 - 8, 10 and 20 - 22
 
 
 
 
Date: January 28, 2025
  By: /s/ Timothy Barry
 
   
Name: Timothy Barry, MAusIMM (CP)
 

Exhibit 31.1
 
CERTIFICATION
OF CEO PURSUANT TO EXCHANGE ACT RULES 13a-14 AND 15d-14,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
 
I, Timothy Barry, certify that:
 
1.
I have reviewed this Annual Report on Form 10-K of Silver Bull Resources,
Inc.;
 
2.
Based on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
report;
3.
Based on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the
financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible
for establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))
for the registrant and have:
 
a)
Designed such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to
ensure that material information relating to the registrant, including
its consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report
is being prepared;
 
b)
Designed such internal control over financial reporting, or caused such
 internal control over financial reporting to be designed under our
supervision, to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting
principles;
 
c)
Evaluated the effectiveness of the registrant’s disclosure controls
 and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the
end of the period covered by this report based on such evaluation; and
 
d)
Disclosed in this report any change in the registrant’s internal control
over financial reporting that occurred during the registrant’s most recent
fiscal quarter (the registrant’s fourth fiscal
quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially
affect, the registrant’s
internal control over financial reporting; and
 
5.
The registrant’s other certifying officer(s) and I have disclosed,
based on our most recent evaluation of internal control over financial reporting, to the
registrant’s auditors and the audit committee
of the registrant’s board of directors (or persons performing the equivalent functions):
 
a)
All significant deficiencies and material weaknesses in the design or operation
of internal control over financial reporting which are reasonably
likely to adversely affect the registrant’s ability to record,
process, summarize and report financial information; and
 
b)
Any fraud, whether or not material, that involves management or other employees
who have a significant role in the registrant’s internal control
over financial reporting.
 
 
Dated: January 28, 2025
By:
/s/ Timothy Barry
 
Timothy Barry, Chief Executive Officer
(Principal Executive Officer)
 

Exhibit 31.2
 
CERTIFICATION
OF CFO PURSUANT TO EXCHANGE ACT RULES 13a-14 AND 15d-14,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
 
I, Christopher Richards, certify that:
 
1.
I have reviewed this Annual Report on Form 10-K of Silver Bull Resources,
Inc.;
 
2.
Based on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
report;
3.
Based on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the
financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible
for establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))
for the registrant and have:
 
a)
Designed such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to
ensure that material information relating to the registrant, including
its consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report
is being prepared;
 
b)
Designed such internal control over financial reporting, or caused such
 internal control over financial reporting to be designed under our
supervision, to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting
principles;
 
c)
Evaluated the effectiveness of the registrant’s disclosure controls
 and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the
end of the period covered by this report based on such evaluation; and
 
d)
Disclosed in this report any change in the registrant’s internal control
over financial reporting that occurred during the registrant’s most recent
fiscal quarter (the registrant’s fourth fiscal
quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially
affect, the registrant’s
internal control over financial reporting; and
 
5.
The registrant’s other certifying officer(s) and I have disclosed,
based on our most recent evaluation of internal control over financial reporting, to the
registrant’s auditors and the audit committee
of the registrant’s board of directors (or persons performing the equivalent functions):
 
a)
All significant deficiencies and material weaknesses in the design or operation
of internal control over financial reporting which are reasonably
likely to adversely affect the registrant’s ability to record,
process, summarize and report financial information; and
 
b)
Any fraud, whether or not material, that involves management or other employees
who have a significant role in the registrant’s internal control
over financial reporting.
 
 
Dated: January 28, 2025
By:
/s/ Christopher Richards
 
Christopher Richards, Chief Financial Officer
(Principal Accounting and Financial Officer)
 
 

Exhibit 32.1
 
CERTIFICATION OF CEO PURSUANT TO 18 U.S.C. SECTION
1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
 
Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 (Section 1350 of Chapter 63 of Title 18 of the United States Code), the undersigned officer of
Silver Bull Resources,
Inc. (the “Company”) does hereby certify with respect to the Annual Report of the Company on Form 10-K for the period
ended
October 31, 2024 (the “Report”) that:
 
1. The Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934; and
 
2. The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company.
 
 
 
 
 
 
 
 
Dated: January 28, 2025
By:
/s/ Timothy Barry
 
Timothy Barry, Chief Executive Officer
(Principal Executive Officer)
 
 
 
 
 
 
 
The foregoing certification is being furnished solely
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Section 1350 of Chapter 63 of Title 18 of
the United States Code).
 It shall not be deemed filed for purposes of Section  18 of the Securities Exchange Act of 1934 (15 U.S.C. Section  78r) or
otherwise
subject to the liability of that section. It shall also not be deemed incorporated by reference into any filing under the Securities Exchange
Act of
1934, as amended, or the Securities Act of 1933, as amended, except to the extent that the Company specifically incorporates it
by reference.
 
 

Exhibit 32.2
 
CERTIFICATION OF CFO PURSUANT TO 18 U.S.C. SECTION
1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
 
Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 (Section 1350 of Chapter 63 of Title 18 of the United States Code), the undersigned officer of
Silver Bull Resources,
Inc. (the “Company”) does hereby certify with respect to the Annual Report of the Company on Form 10-K for the period
ended
October 31, 2024 (the “Report”) that:
 
1. The Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934; and
 
2. The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company.
 
 
 
 
 
 
 
 
Dated: January 28, 2025
By:
/s/ Christopher Richards
 
Chief Financial Officer
(Principal Accounting and Financial Officer)
 
 
 
 
 
 
 
The foregoing certification is being furnished solely
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Section 1350 of Chapter 63 of Title 18 of
the United States Code).
 It shall not be deemed filed for purposes of Section  18 of the Securities Exchange Act of 1934 (15 U.S.C. Section  78r) or
otherwise
subject to the liability of that section. It shall also not be deemed incorporated by reference into any filing under the Securities Exchange
Act of
1934, as amended, or the Securities Act of 1933, as amended, except to the extent that the Company specifically incorporates it
by reference.