Honey Badger Silver Announces Non-Brokered Private Placement

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WHITE ROCK, BC / ACCESSWIRE / March 20, 2024 / Honey Badger Silver Inc. (TSXV:TUF) ("Honey Badger" or the "Company"), is pleased to announce an offering to raise up to $1,000,000 by way of a non-brokered private placement (the "Offering"). All dollar amounts are in Canadian funds.

The Offering will consist of a combination of non-flow-through units (the "NFT Units") at a price of $0.05 per NFT Unit and flow-through shares (the "FT Shares") at a price of $0.065 per FT Share, for aggregate proceeds of up to $1,000,000.

The Offering:

• Each NFT Unit will consist of one non-flow-through common share of the Company and one-half of one non-flow-through common share purchase warrant. Each whole warrant will entitle the holder to acquire one common share of the Company for an exercise price of $0.065 per share for a period of 18 months from the date of closing.
• Each FT Share will consist of one flow-through common share of the Company at a price of $0.065 per FT Share.

The Company will use the proceeds of the sale of FT Shares in the Offering to fund exploration programs on one or more of the Company's exploration properties located in the Yukon, Northwest Territories, and Nunavut that will qualify as "Canadian Exploration Expenses" and once renounced, "flow-through mining expenditures", as those terms are defined in the Income Tax Act (Canada). The Company intends to use the net proceeds of the sale of the NFT Units to fund exploration programs and for general and administrative purposes.

The securities issued in connection with the Offering will be subject to a four-month and a day hold period. The Offering 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. Finder's fees will be payable in the Offering.

Insider Participation

Chad Williams, Non-Executive Chairman of Honey Badger, has advised the Company that he intends to subscribe for a significant portion of the Offering. Additional insiders may also participate in the Offering. Insiders' participation in the Offering constitutes a "related party transaction" pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is relying on the exemption from minority shareholder approval requirements under MI 61-101, as the fair market value of the insiders' participation in the Offering does not exceed 25% of the market capitalization of the Company.