Honey Badger Exploration Announces Acquisition of Zinc and Barite Assets in Québec, Financing and Share Consolidation
NEWS RELEASE
June 26, 2017
Honey Badger Exploration Announces Acquisition of Zinc and Barite Assets in
Québec, Financing and Share Consolidation
Toronto, Ontario – June 26, 2017 – Honey Badger Exploration Inc. (TSX -V: TUF) (“Honey
Badger” or the “Comp any”) has entered into an agreement, subject to certain terms and
conditions, to acquire three (3) a ssets located in Québec (the “Mineral Properties”) . The
three properties – the Upton Property, the Saint -Fabien Property, and the Kamouraska
Property - collectively span 642.0 hectares and are ideally located near the US border, close
to roads, power lines, and infrastructure (Figure 1)
Quentin Yarie, President & CEO, commented: "These zinc and barite assets represent a great
new opportunity for Honey Badge r. Our team is excited to work on th ese properties and will
be undertaking shortly an aggressive campaign to confirm all historic resource data,
prioritize targets, and begin a field program.”
Figure 1. Location of new zinc and barite assets
About Barite
Barite is a mineral composed of barium sulfate (BaSO 4). It receives its name from the Greek
word "barys" which means "heavy." Barite’s high specific gravity makes it suitable for a
wide range of industrial, medical, and manufacturing uses . 80% of the barite produced
globally is used for drilling in the oil and gas industry.
The global barite market is experiencing rapid growth. Production growth in the oil and gas
sector will continue to drive the demand for barite. While India and China hold a dominan t
position in the barite supply, there is an increased focus on discovering and developing
new barite resources across the world.
About Honey Badger’s New Assets
The land package consists of three (3) separate properties in Quebec - two, with historic
estimates.
Upton Property
The Robex Deposit is a polymetallic zinc deposit estimated to contain approximately 1 Mt
@ 1.9% Zn, 0.6% Pb, 0.15% Cu, 13.5 g/t Ag and 46.5% BaSO4 1. This historical estimate was
deemed reliable in a 43-101 Technical Report publi shed in 2013 2. In 1997, Groupe
Consortium Quebec and Bumigene completed an economic study of the Robex Deposit
(Robex, 1998 M&A circular). The Deposit appears to remain open along strike and at depth.
The reader is cautioned that no qualified person has done enough work to classify these
historical estimates as current mineral resources or mineral reserves and the Company is
not treating the historical estimates as current mineral resources or mineral reserves. As
most of the historic core and drill logs used to estimate the historic resources of the Robex
Deposit are presumed to be lost, the deposit needs to be entirely re -drilled and a new
resources estimated to confirm the historic estimates.
1References mentioning the historic estimates for the Upton Deposit
Baldwin, A.B., 1973, Report recommending mineral exploration for 1973 -74 in an area
located in the St. Lawrence Lowlands, Province of Quebec: Report prepared for Shell
Canada’s Mineral Department, 32 p. (GM 39067)
Paradis, S., Birkett, T.C., and Godue, R., 1990, Preliminary investigations of the Upton
sediment-hosted barite deposit, southern Quebec Appalachians: Geological Survey of
Canada, Current Research 90-1B, 1-8.
Paradis, S., Chi, G., and Lavoie, D., 2004, Fluid inclusion and isotope evide nce for the origin
of the Upton Ba -Zn-Pb deposit, Quebec Appalachians, Canada: Economic Geology, v. 99,
807-817.
Ressources Robex Inc., 1988, Baryte-Zinc, Upton: Étude finale d’évaluation; Internal Report
v. 1, 2,3 no. 12: Internal report prepared for Robex Resources.
Robex Resources Inc. news release dated February 18, 1998, released on Business Wire.
Robex Resources Inc., 1998, 1997 Annual Report, 20 p. – available on www.SEDAR.com
2Charbonneau, R., 2013, Technical report on the Upton property, In a ccordance with
National Instrument 43-101, Upton and Acton Township, Quebec, Canada, 56p. (GM 68021)
Saint-Fabien Property
The Nicholas-Rioux #3 Showing is located 4km from the Mine Roy-Ross. In 1962, L.
Juteau published a historical estimate of 130 Kt @ 42.5% BaSO4 for the Mine Roy-Ross3.
The reader is cautioned that no qualified person has done enough work to classify these
historical estimates as current mineral resources or mineral reserves and the Company is
not treating the historical estimates as current mineral resources or mineral reserves. As
most of the historic core and drill logs used to estimate the historic resources of the Mine
Roy-Ross are presumed to be lost, the deposit needs to be entirely re -drilled and a new
resources estimated to confirm the historic estimates.
3Juteau, L., 1962, Rapport concernant un groupe de claims miniers situés dans la Seigneurie
Nicolas Rioux Paroisse St-Fabien, Comté de Rimouski, Province de Québec- Propriété de Les
Mines Roy Ross Inc., Rimouski, Québec : Laurier Juteau Ingénieur Conseil, 29 p. (GM 12740)
Kamouraska Property
The Woodbridge Deposit has been the focus of exploration efforts on the Kamouraska
Property since the 1950’ s. Work done in 1953, traced the main barite zone of the deposit
over a length of 200 feet, a maximum width of 4 feet, and a depth of at least 25 feet 5. The
same study returned grades of 98.2% BaSO4.
In 1988, metallurgical testing, conducted D. Cotnoir6 at the Centre de Recherches Minérales
in Quebec City , returned grades of 93.5% barite and determined that, without treatment,
the barite at Woodbridge met the specifications for the Oil and Gas industry. Furthermore,
with with flotation and gravimetric separation, it met specifications for the glass and paint
industry7.
5Bourret, P.E., 1953, Prospect de Barytine Lot 34 – Rang VI Canton de Woodbridge: Quebec
Department of Mines, 3 p. (GM 02179)
6Cotnoir, D., 1988, Caractérisation d'échantillons de barytine: Report prepared by Centre de
Recherches Minérales, Quebec City, Qc, 29p. (GM 49632)
7Pronovost, J. -M., 1989, Géologie et actualisation du potentiel économique de l’indice de
barytine du Canton de Woodbridge : Report submitted to Florent Bédard, p.11 (GM 49632)
Acquisition Terms
To purchase the three Mineral Properties, Honey B adger will issue 8,000,000 common
shares (post consolidation – please see “Share Consolidation” below) of the Company and
grant a 2% net sales returns (“NSR”) royalty to the property vendor, 9019 -5504 Quebec
Inc. The entire 2% NSR may be bought back for $1 ,000,000. The vendor is an arm's length
party to the Company. Closing of the acquisition is subject to TSX Venture Exchange (“TSX-
V”) approval and other customary closing conditions.
Share Consolidation
After careful consideration, the Board has decided to consolidate the Company’s shares in
order to better position Honey Badger with respect to potential business transactions,
including any future equity financings. The Company will proceed with a one (1) new for
every five (5) old consolidation (1:5) (the “Conversion Ratio”) of its common shares (the
“Consolidation”), subject to the approval of the TSX -V. This follows the approval of the
Consolidation by the Company’s shareholders at its annual and special m eeting held on
May 12, 2017. There are currently 104,788,849 common shares of the Company
outstanding. Post-Consolidation (and prior to issuing shares in connection with the
acquisition of the Mineral Properties or the Financing – see “Financing” below) there will
be approximately 20,957,770 common shares outstanding.
Management believes the share consolidation is in the best interest of shareholders. It will
improve Honey Badger’s ability to attract new investors and to raise the capital required to
identify, acquire and advance new projects.
The shar es will begin trading on the TSX -V on a post -consolidated basis on a date to be
determined through consultation with the TSX -V. Letters of transmittal describing the
process by which shareholders may obtain new certificates representing their consolidated
common shares are being mailed to registered shareholders. Shares held in uncertificated
form by non -registered shareholders through brokerage accounts will be converted at the
Conversion Ratio through each shareholder’s brokerage accounts. Non -registered
shareholders should consult their broker for further information. The Consolidation is
subject to the approval of the TSX-V.
There will be no name change in conjunction with the Consolidation and the Company will
continue to trade under the symbol “TUF” on the TSX-V.
Post Consolidation Financing
The Company has commenced a brokered private placement, on a best efforts basis, to
raise aggregate gross proceeds of up to $1,000,000 consisting of flow-through and non-
flow through units (the “Offering”). Each flow-through unit will be priced at [$0.06] and
will consist of one flow-through share and one one half common non-flow-through share
purchase warrant. Each non-flow-through unit will be priced at [$0.05] and will consist of
one non-flow-through share and one half of one common share purchase warrant. Each
common share purchase warrant entitles the holder to purchase one common share of the
Company at an exercise price of [$0.08] for a period of three (3) years from the closing
date.
It is anticipated that the Offering will close on or before July 17 and is subject to necessary
regulatory approvals, including the approval of the TSX Venture Exchange, and other
customary conditions. The securities issued will be subject to a standard four-month hold
period. The proceeds from the flow-through shares of the Offering will be used to incur
eligible Canadian Exploration Expenses, as defined under the Income Tax Act (Canada), to
advance the Company’s exploration projects.
As part of the private placement, cash commissions of 8% of the total dollars raised and
compensation options equal to 8% of the total amount of units sold will be paid. Each
compensation option will entitle the holder to purchase one non-flow-through unit of the
Offering at a price equal to the Offering price.
Qualified Person
Martin St. Pierre , P.Geo., is the qualified person in regard to the technical data contained
within this news release and has approved the scientific and technical content of this news
release.
About Honey Badger Exploration Inc.
Honey Badger Exploration is a gold and base -metals exploration company headquartered
in Toronto, Ontario, Canada with properties in Quebec [and British Columbia ]. The
Company's common shares trade on the TSX Venture Exchange under the symbol “TUF”.
For more information, please visit our website at http://www.honeybadgerexp.com.
Or contact:
Quentin Yarie, President & CEO, (416) 364-7029, [email protected]
or
Mia Boiridy, Investor Relations, (416) 364-7029, [email protected]
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.
This News Release contains forward -looking stateme nts. In some cases, you can identify forward -looking
statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”,
“predicts”, “potential” or “continue” or the negative of these terms or other comparable ter minology. These
statements are only predictions and involve known and unknown risks, uncertainties and other factors that may
cause our or our industry’s actual results, levels of activity, performance or achievements to be materially
different from any fu ture results, levels of activity, performance or achievements expressed or implied by these
forward-looking statements.
Although the Company believes that the assumptions and factors used in preparing the forward -looking
information in this news release a re reasonable, undue reliance should not be placed on such information, which
only applies as of the date of this news release. The Company disclaims any intention or obligation to update or
revise any forward -looking information, whether as a result of ne w information, future events or otherwise,
other than as required by law.