NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Toronto, Ontario – March 9, 2021 – Honey Badger Silver Inc. (TSX-V: TUF) (“Honey Badger Silver” or the “Company”) is pleased to announce a non-brokered flow-through equity financing for aggregate proceeds of $1.5 million (the “Flow-Through Offering”). 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 Flow-Through Offering is in addition to the previously announced non-brokered private placement of February 18, 2021 for aggregate gross proceeds of $3,000,000 which is expected to be closed concurrently with the Flow-Through Offering.
The Flow-Through Shares will be offered to “accredited investors” under National Instrument 45-106 – Prospectus Exemptions.
The gross proceeds raised from the sale of the Offering will be used by Honey Badger Silver to fund exploration programs on its Thunder Bay District properties that qualify as “Canadian Exploration Expenses” (“CEE”) and, once renounced, shall qualify as “flow-through mining expenditures”, as those terms are defined in the Income Tax Act (Canada), and as “eligible Ontario mining expenditures” within the meaning of s. 103(4) of the Taxation Act (2007).
The closing of the Flow-Through Offering is expected to occur on or before March 25, 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 Flow-Through Shares 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 new website at https://www.honeybadgersilver.com.
Or contact: Ms. Christina Slater at firstname.lastname@example.org.
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 mineral exploration company headquartered in Toronto, Ontario, Canada with properties in Quebec and Ontario including an expansive interest in the Thunder Bay Cobalt-Silver District. In addition, the Company has a binding letter of intent over three silver properties in southeast and south-central Yukon (see news release dated February 11, 2021 for more details). The Company’s common shares trade on the TSX Venture Exchange under the symbol “TUF”.
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); the demand for Units (if any); the use of proceeds of the Offering; the approval of the TSX Venture Exchange relating to the Offering; 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, 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.