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Barksdale Announces up to $3 Million Private Placement of Convertible Debentures and Extension of Existing Convertible Debentures and Warrants

Financings Debt & Credit Facilities Share Capital & Compensation

Barksdale Announces up to $3 Million Private

Placement of Convertible Debentures and

Extension of Existing Convertible Debentures

and Warrants

Vancouver, British Columbia--(Newsfile Corp. - April 14, 2025) - Barksdale Resources Corp. (TSXV:

BRO) (OTCQX: BRKCF) ("

Barksdale

" or the "

Company

") announces that it has agreed to issue up to

C$3 million in secured convertible debentures (the "

New

Debentures

") to investment funds managed

by Delbrook Capital Advisors Inc. (together, "

Delbrook

").

Barksdale plans to use the first tranche to complete the remaining 3,300 feet of drilling on the Sunnyside

Project in Southern Arizona and to make the C$1.0 million payment to Regal Resources USA, Inc. to

complete the remaining earn-in requirements for a 51% stake in the Sunnyside Project.

"We are delighted to have Delbrook partner with us to fund the remaining drilling and provide the cash

payment needed to complete our earn-in to a 51% interest in the Sunnyside Project," said William

Wulftange, CEO of Barksdale. "We are also excited to have potential additional accordion funds

available from Delbrook to allow us the flexibility after this earn-in stage to get started on drilling the down

dip extensions of South 32's Taylor and Peake Projects on the Sunnyside Project ground. We are

currently in negotiations with a global drilling company to start those diamond drill holes following the

completion of the earn-in."

Last week, drilling commenced on the Sunnyside Project. The drilling will be comprised of a number of

reverse-circulation drill holes that will continue the exploration program begun in the fall of 2024 (see

news release dated November 14, 2024). Envirotech Drilling of Winnemucca, Nevada has been

contracted to provide the drilling services and is progressing towards an expected completion time of

one month.

The Company is planning to complete approximately 3,500 to 4,000 feet of drilling on a number of

exploration targets including porphyry-hosted hypogene chalcocite mineralization and associated

structures, as well as targeting structures that contain silver-lead-zinc-copper mineralization that was fed

or bled from deeper, more extensive mineralization.

The New Debentures will bear interest of 10% per annum, will be supported by secured guarantees from

certain of Barksdale's direct and indirect subsidiaries, including the entity that holds a membership

interest in the joint venture limited liability company for the Sunnyside Project, and will come due on

December 31, 2026, subject to extension by mutual agreement of the parties to December 31, 2027.

The New Debentures are convertible into common shares of the Company at a conversion price of

C$0.12 per share, subject to adjustment in accordance with the terms of the New Debentures.

The maximum principal amount of C$3,000,000 will be offered by way of an initial advance in the amount

of C$2,000,000 and additional subsequent advances in the aggregate maximum amount of

C$1,000,000. Subject to certain conditions precedent, including those related to maintaining a minimum

51% interest in the Sunnyside Project, Barksdale may request subsequent advances at any time up to

the first anniversary of the New Debentures, with each such subsequent advance being a minimum

amount of C$250,000. The Company also intends to grant 5,000,000 detachable share purchase

warrants in connection with the New Debentures and each warrant will entitle the holder to acquire one

common share of the Company at a price of C$0.12 until December 31, 2027.

Subject to TSX Venture Exchange ("

TSXV

") approval, the Company and Delbrook have also agreed to

extend the maturity date of their existing secured convertible debentures in the principal amount of

C$1,500,000 ("

Existing Debentures

") as well as the expiry date of an aggregate of 8,000,000

detachable share purchase warrants previously issued in connection with the Existing Debentures (the

"

Extension Warrants

") from December 31, 2025 to December 31, 2027. In consideration of the

extensions, the security granted for the Existing Debentures will be amended to align with that of the New

Debentures, with both the Existing Debentures and New Debentures ranking

pari passu

as senior

secured obligations of the Company.

A finder's fee of 1,200,000 common shares at a deemed price of $0.12 is payable to Medalist Capital

Advisors Inc. in regard of the foregoing financing.

All securities issued with respect to the New Debentures, the Existing Debentures and the Extension

Warrants and underlying common shares and associated amendments are subject to the prior

acceptance of the TSXV.

Barksdale Resources Corp.

, a 2023 OTCQX BEST 50 Company, is a base metal exploration

company headquartered in Vancouver, B.C., that is focused on the acquisition, exploration and

advancement of highly prospective base metal projects in North America. Barksdale is currently

advancing the Sunnyside copper-zinc-lead-silver and San Antonio copper projects, both of which are in

the Patagonia mining district of southern Arizona, as well as the San Javier copper-gold project in

central Sonora, Mexico.

ON BEHALF OF BARKSDALE RESOURCES CORP

William Wulftange

Chief Executive Officer and Director

Terri Anne Welyki

Vice President of Communications

778-238-2333

[email protected]

For more information, please phone 778-558-7145, email

[email protected]

or visit

www.BarksdaleResources.com.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the

policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this

news release.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS: This news

release contains certain "forward-looking information" and "forward-looking statements" (collectively

"forward-looking statements") within the meaning of applicable securities legislation. Forward-looking

statements are frequently, but not always, identified by words such as "expects", "anticipates",

"believes", "intends", "estimates", "potential", "possible", and similar expressions, or statements that

events, conditions, or results "will", "may", "could", or" should" occur or be achieved. All statements,

other than statements of historical fact, included herein, without limitation, statements relating to the

foregoing financing and amendments are forward-looking statements. There can be no assurance that

such statements will prove to be accurate, and actual results and future events could differ materially

from those anticipated in such statements. Forward-looking statements reflect the beliefs, opinions

and projections on the date the statements are made and are based upon a number of assumptions

and estimates that, while considered reasonable by Barksdale, are inherently subject to significant

business, economic, competitive, political and social uncertainties and contingencies. Many factors,

both known and unknown, could cause actual results, performance or achievements to be materially

different from the results, performance or achievements that are or may be expressed or implied by

such forward-looking statements and the Company has made assumptions and estimates based on

or related to many of these factors. All forward-looking statements contained in this news release are

qualified by these cautionary statements and those in the Company's continuous disclosure filings

available on SEDAR+ at

www.sedarplus.ca

.

Readers should not place undue reliance on the forward-

looking statements contained in this news release concerning these items. Barksdale does not

assume any obligation to update the forward-looking statements of beliefs, opinions, projections, or

other factors, should they change, except as required by applicable securities laws.

To view the source version of this press release, please visit

https://www.newsfilecorp.com/release/248488