Mr. Chad Williams reports
HONEY BADGER SILVER ANNOUNCES CLOSING OF SECOND TRANCHE OF PREVIOUSLY ANNOUNCED PRIVATE PLACEMENT AND AN INCREMENTAL FINANCING
Honey Badger Silver Inc. has closed the second tranche of the non-brokered private placement previously announced on June 17, 2025, raising aggregate gross proceeds of $465,000 through the issuance of 4.65 million units at a purchase price of 10 cents per unit.
Each unit consists of one common share of the company and one-half of one common share purchase warrant. Each warrant entitles the holder to acquire one common share of the company for an exercise price of 15 cents per warrant share until Jan. 16, 2027, subject to customary anti-dilution adjustments.
The company is also pleased to announce that based on investor demand, it intends to complete an incremental non-brokered private placement offering of up to an additional 5,327,273 units at a price of 11 cents per additional unit for additional aggregate gross proceeds of up to $586,000. Each additional unit will consist of one common share of the company and one-half of one common share purchase warrant. Each additional warrant will entitle the holder to acquire one common share of the company for an exercise price of 15 cents per additional warrant share for a period of 18 months following the closing date of the additional financing, subject to customary anti-dilution adjustments.
The additional financing is expected to close on or about July 23, 2025, and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the approval of the TSX Venture Exchange.
The company intends to use the net proceeds from the second tranche and the additional financing to finance programs to advance one or more of the company's properties, the purchase of silver royalties, and for general and administrative purposes.
In connection with the closing of the second tranche, the company paid aggregate cash finders' fees of $13,300 and issued 133,000 non-transferable finders' warrants to certain arm's-length finders. Each finder's warrant is exercisable to acquire one common share in the capital of the company at a price of 15 cents per share until Jan. 16, 2027, subject to customary anti-dilution adjustments.
In addition, further to its news release dated July 3, 2025, the company wishes to clarify that, under the first tranche of the offering, it issued an aggregate of 7,692,353 common shares of the company that will qualify as flow-through shares as defined in Subsection 66(15) of the Income Tax Act (Canada) at a price of 13 cents per share and 9.86 million units of the company at a price of 10 cents per unit for aggregate gross proceeds of approximately $1,986,000 and paid aggregate cash finders' fees of $39,345 and issued 362,680 non-transferable finders' warrants to certain arm's-length finders.
The securities issued in connection with the second tranche are subject to a four-month-and-a-day hold period under Canadian securities laws, and any securities to be issued in connection with the additional financing will be subject to a four-month-and-a-day hold period from the date of issue.
The offering is subject to receipt of the final approval of the TSX Venture Exchange. Additional finders' fees may be payable in connection with the additional financing.
Certain insiders of the company are expected to participate in the additional financing and as a result, the additional financing may constitute a related party transaction within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Shareholders in Special Transactions (MI 61-101). The company expects to rely on the exemptions from the formal valuation requirements of MI 61-101 contained in Section 5.5(a) and (b) of MI 61-101 on the basis that the fair market value of the transaction with related parties will not be more than 25 per cent of the market capitalization of the company and no securities of the company are listed on a specified market set out in such section, and the company expects to further rely on the exemption from the minority shareholder approval requirements of MI 61-101 contained in Section 5.7(1)(a) of MI 61-101 on the basis that the fair market value of the transaction with related parties will not be more than 25 per cent of the market capitalization of the company.
Grant of options
The company also announces that it granted an aggregate of four million options to acquire common shares of the company to certain officers, employees and/or consultants of the company. The options have an exercise price of 12 cents per share, have a five-year term from the date of grant (July 16, 2025) and vest in equal halves on the date of grant and on the date that is six months from the date of grant.
About Honey Badger Silver Inc.
Honey Badger Silver is a silver company. The company is led by a highly experienced leadership team with a record of value creation backed by a skilled technical team. The company's projects are located in areas with a long history of mining, including the Sunrise Lake project with a historic resource of 12.8 million ounces of silver (and 201.3 million pounds of zinc) indicated and 13.9 Moz of silver (and 247.8 million pounds of zinc) inferred located in the Northwest Territories and the Plata high-grade silver project located 165 kilometres east of Yukon's prolific Keno Hill and adjacent to Snowline Gold's Rogue discovery. The company's Clear Lake project in the Yukon Territory has a historic resource of 5.5 Moz of silver and 1.3 billion pounds of zinc. The company also has a significant land holding at the Nanisivik mine area located in Nunavut, Canada, that produced over 20 Moz of silver between 1976 and 2002. A qualified person has not done sufficient work to classify the foregoing historical resources as current mineral resources and the company is not treating the estimates as current mineral resources. The historical resource estimates are provided solely for the purpose as an indication of the volume of mineralization that could be present. Additional work, including verification drilling/sampling, will be required to verify any of the historical estimates as a current mineral resources.
We seek Safe Harbor.
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