Barksdale Provides Updated Replacement Convertible Debenture Terms
Barksdale Provides Updated Replacement
Convertible Debenture Terms
Vancouver, British Columbia--(Newsfile Corp. - February 4, 2025) - Barksdale Resources Corp. (TSXV:
BRO) (OTCQX: BRKCF) ("
Barksdale
" or the "
Company
") announces, further to its news release of
January 13, 2025
, that it and lender Delbrook Capital Advisors Inc. ("
Delbrook
") have agreed to
amended terms in connection with the extension of the maturity date and a reduction of the conversion
price of the aggregate $1,500,000 principal amount of the secured convertible debentures
("
Debentures
") held by Delbrook that were originally issued on January 25, 2022. In connection with the
extension, the parties have also agreed to an extension fee of an aggregate of 8,000,000 detachable
common share purchase warrants (the "
New Warrants
") to Delbrook as the previously issued
2,777,777 common share purchase warrants held by Delbrook expired unexercised on December 31,
2024.
The replacement convertible debentures ("
Replacement Debentures
") will continue to bear interest at
a rate of 10% per annum and be convertible into common shares of the Company ("
Shares
"). The
Replacement Debentures will bear a reduced conversion price of $0.12 per Share and an extended
maturity date of December 31, 2025 (the "
Modifications
"). The New Warrants to be issued to Delbrook
in connection with the Modifications shall entitle the holder to acquire one Share at a price of $0.12 per
Share until December 31, 2025.
Additionally, Delbrook and the Company have agreed to amended terms in respect of the securities-for-
debt settlement (the "
Interest Debt Settlement
"), pursuant to which the interest accrued under the
Debentures in the aggregate amount of $151,643.84 will be satisfied by the issuance of 1,684,932 units
of the Company (the "
Units
", and each, a "
Unit
") at a deemed price of $0.09 per Unit. Each Unit shall
consist of one Share and one-half of one Share purchase warrant (the "
Warrants
"), with each whole
Warrant entitling the holder to acquire one additional Share at an exercise price of $0.12 per Share for a
period of three (3) years from the date of issuance. Any subsequent interest accrued under the
Replacement Debentures after December 31, 2024, shall be payable in accordance with the terms and
conditions of the Replacement Debentures and the policies of the TSX Venture Exchange (the "
TSXV
").
The New Warrants and all securities to be issued in connection with Interest Debt Settlement will be
subject to a four-month plus one day hold period in accordance with Canadian securities legislation and
the policies of the TSXV. The transactions discussed herein concerning the Replacement Debentures,
New Warrants, and Interest Debt Settlement remain subject to the receipt of corporate and regulatory
approvals, including acceptance by 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
Rick Trotman
President, CEO and Director
Terri Anne Welyki
Vice President of Communications
778-238-2333
For more information please phone 778-558-7145, email
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
Replacement Debentures, New Warrants, the Modifications, and Interest Debt Settlement, including
the related securities, and the requisite approvals in connection therewith 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. Such
factors include, without limitation, the receipt of all requisite corporate and regulatory approvals in
connection with the Replacement Debentures, New Warrants, and Interest Debt Settlement, including
the ability of the Company to obtain acceptance of the foregoing by the TSXV. 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/239544