Honey Badger Silver Announces Mutually Agreed Time Extension for Closing of Yukon Acquisition
TORONTO, May 04, 2021 - Honey Badger Silver Inc. (TSX-V: TUF) ("Honey Badger Silver" or the "Company") reports an agreement with Strategic Metals Ltd. for an extension of up to 30 days for the closing of the previously announced acquisition of 100% interest in the Yukon Silver properties which is now anticipated to close by May 31, 2021 (see news releases dated February 11 and March 15, 2021 for more details). The time extension is due to Covid-19 related local administrative delays.
The Yukon properties present a strategic complement to Honey Badger Silver's Thunder Bay portfolio and position the Company to be a top-tier silver pure play vehicle for exceptional growth.
In conjunction with the acquisition, the non-brokered flow-through private placement of up to $1.5 million (the "Offering") is being extended under the same terms as announced on March 9, 2021. The flow-through Offering will consist of 10 million shares (the "Flow-Through Shares") that qualify as flow-through shares for purposes of the Income Tax Act (Canada), at a price of $0.15 per Flow-Through Share.
The net proceeds of the Offering are planned to be used to fund the Company's exploration programs.
Proceeds from the sale of the Offering to eligible investors in Canada will be used to incur eligible "Canadian exploration expenses" that will qualify as "flow-through mining expenditures" as such terms are defined in the Income Tax Act (Canada), and as "eligible Ontario mining expenditures" within the meaning of the Taxation Act (2007) (collectively, the "Qualifying Expenditures").
All Qualifying Expenditures will be renounced in favour of the subscribers of the Flow-Through Shares effective December 31, 2021. The securities under the Offering will be offered to "accredited investors" under National Instrument 45-106 - Prospectus Exemptions.
Investors interested in participating in the flow-through Offering may so indicate through the Sharechest Connector on Honey Badger's website, www.honeybadgersilver.com.
The closing of the Offering is expected to occur on or before May 31, 2021 (the "Closing Date") and is subject to the completion of formal documentation and receipt of all applicable regulatory approvals, including the approval of the TSX Venture Exchange. The securities to be issued under the Offering will be subject to a statutory hold period of four months and one day from the Closing Date.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as such term is defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
For more information, please visit our website above, or contact: Ms. Christina Slater at cslater@honeybadgersilver.com.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
About Honey Badger Silver Inc.
Honey Badger Silver is a Canadian Silver company based in Toronto, Ontario focused on the acquisition, development, and integration of accretive transactions of silver ounces. The company is led by a highly experienced leadership team with a track record of value creation backed by a skilled technical team. With a dominant land position in Ontario's historic Thunder Bay Silver District and advanced projects in the southeast and south-central Yukon, Honey Badger Silver is positioning to be a top tier silver company.
Cautionary Note Regarding Forward-Looking Information
This news release contains "forward-looking information" within the meaning of the applicable Canadian securities legislation that is based on expectations, estimates, projections and interpretations as at the date of this news release. The information in this news release about the closing of the Offering (if at all) and the closing of the acquisition; the demand for Flow-Through shares (if any); the use of proceeds of the Offering; the approval of the TSX Venture Exchange relating to the Offering and the acquisition; and any other information herein that is not a historical fact may be "forward-looking information".
Any statement that involves discussions with respect to predictions, expectations, interpretations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "interpreted", "management's view", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information and are intended to identify forward-looking information.
This forward-looking information is based on reasonable assumptions and estimates of management of the Company at the time such assumptions and estimates were made, and involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Honey Badger Silver to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. Such factors include, but are not limited to, risks relating to the Offering and the acquisition; volatility in the trading price of common shares of the Company; risks relating to the ability of the Company to obtain required approvals, complete definitive documentation and complete the Offering on the terms announced; ability of the Company to complete further exploration activities; the results of exploration activities; capital and operating costs varying significantly from estimates; delays in obtaining or failures to obtain required governmental, environmental or other project approvals; uncertainties relating to the availability and costs of financing needed in the future; changes in equity markets; inflation; fluctuations in commodity prices; delays in the development of projects; other risks involved in the mineral exploration and development industry; and those risks set out in the Company's public documents filed on SEDAR (www.sedar.com) under Honey Badger Silver's issuer profile.
Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed timeframes or at all. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.