Honey Badger Silver to Acquire Important High-Grade Permitted[1] Canadian Silver Project; Launches $10 Million Financing

Toronto, Ontario–(Newsfile Corp. – March 19, 2026) – Honey Badger Silver Inc. (TSXV: TUF) (OTCQB: HBEIF) (“Honey Badger” or the “Company“) is pleased to announce that it entered into a definitive agreement dated March 13, 2026 (the “Agreement“) to acquire all of the issued and outstanding shares of Canadian Zinc Corporation (“CZC“), 100% owner of the Prairie Creek Project (“PC Silver Project“, or the “Project“), from Resource Capital Fund VI L.P. (“RCF“), an arm’s length party to the Company, for C$10 million in cash plus C$2 million in Honey Badger shares and warrants (the “Acquisition“).

The PC Silver Project is a major permitted underground silver-zinc-lead project located in the Northwest Territories. Significant progress has been made at the Project in recent years including receiving all key regulatory and permitting approvals. The Project has been advanced through multiple economic studies, including a 2021 Preliminary Economic Assessment and a 2017 Feasibility Study. Impacts and Benefits Agreements (“IBAs“) have been signed by the two impacted Indigenous Governments – the Nahɂą Dehé Dene Band in Nahanni Butte and the Łíídlįį Kų́ę́ First Nation in Fort Simpson – along with a Benefit Agreement with the Acho Dene Koe First Nation in Fort Liard. In addition, a winter road with significant investments and progress towards an all-season road have been made, including road clearing, detailed engineering and management plans.

CZC’s cash and third-party debt is expected to be essentially nil following the closing, subject to customary closing adjustments. An approximate $5.7 million environmental bond, which is intended to fund past environmental disturbances, will remain in place for the Company’s benefit. Any cash held by CZC as of closing will be reflected in the final purchase price through customary closing adjustments. All outstanding indebtedness of Canadian Zinc Corporation, together with unpaid transaction expenses, will be satisfied or discharged at closing, with the applicable amounts paid by or on behalf of the Company directly to the relevant creditors and service providers thus lowering the net cash consideration paid by the Company, in accordance with the adjustments set forth in the Agreement.

The historical estimates[2] for the Project is supported by a technical report dated October 15, 2021 prepared in accordance with NI 43-101, completed by Ausenco Engineering Canada Inc., for NorZinc Ltd., which is currently the parent company of CZC. The historical estimates contained in this news release have not been verified as current mineral resources. A “qualified person” (as defined in NI 43-101) has not done sufficient work to classify the historical estimate as current mineral resources, and the Company is not treating the historical estimate as current mineral resources. The Company considers the historical estimates to be relevant for the proper understanding of the Project, however, significant data compilation, re-drilling, re-sampling and data verification may be required by a Qualified Person for the historical estimates to be in accordance with NI 43-101 standards and to verify the historical estimates as current mineral resources.

Chad Williams, Executive Chairman of Honey Badger, commented “This is a transformative transaction for Honey Badger, adding a key asset to our portfolio of silver projects, and reflecting the strength of our team’s commitment to identifying, acquiring and developing silver mining properties. For the first time in its history, the PC Silver Project can be evaluated through the lens of over C$100/oz silver. Historically zinc-focused, value is now dominated by its silver component. This fundamentally shifts the strategy for future resource growth and mine plan optimization, with silver-rich zones taking priority.”

The Company believes that the key aspects of the Project include:

1) Key permits and regulatory approvals in place for development,
2) Support from local impacted Indigenous Governments,
3) Multiple economic studies previously completed further support the potential of the Project, and
4) Excellent regional exploration potential on the large and under-explored 7,485 hectare land position.

In connection with the Acquisition, Honey Badger has entered into an agreement with SCP Resource Finance LP, as lead-agent on behalf of a syndicate of agents (collectively, the “Agents“), pursuant to which the Agents have agreed to use commercially reasonable efforts to arrange a brokered private placement offering of up to 62,500,000 subscription receipts of the Company (the “Subscription Receipts“) at a price of C$0.16 per Subscription Receipt for gross proceeds of up to C$10 million (the “Offering“).

Highlights and Key Terms

  • Transformational Scale: The Project hosts a historic resource estimate[3] of 9.8 Mt of Measured & Indicated Resources, grading 139 g/t Ag, 9.7% Zn and 8.8% Pb for a total of 240 Mozs of AgEq at a silver equivalent grade of 766 g/t plus 6.4 Mt of Inferred Resources grading 150 g/t Ag, 12.9% Zn, and 6.7% Pb, hosting 167 Mozs of AgEq at a silver equivalent grade of 813 g/t.
  • Advanced Stage with Existing Infrastructure: The Project includes a developed underground mine, mill facilities, surface infrastructure, an airstrip, and a seasonal road, thereby materially reducing development risk relative to greenfield projects.
  • High-Grade Silver Exposure: The Project hosts silver grades complemented by meaningful zinc and lead by-product credits, providing strong silver-equivalent leverage and commodity diversification. Silver, zinc and lead are all critical minerals in Canada and/or the United States.
  • Strategic Transaction: The Acquisition consolidates ownership under a publicly listed, silver-focused vehicle, committed to disciplined capital allocation and value creation.
  • Reclamation Bonding: The Acquisition includes over C$5.7 million of reclamation bonds associated with the Project’s Water Licences and Land Use Permits.

Total consideration of C$12 million is to consist of a C$10 million cash payment on closing, plus C$2 million in shares and warrants of Honey Badger, with pricing determined based upon the Offering and in accordance with applicable TSX Venture Exchange (“TSXV“) policies, in each case subject to the Agreement, including adjustments contained therein. Based on an Offering price of C$0.16 per Subscription Receipt, Honey Badger will issue 12,500,000 units to RCF, at a price of C$0.16 per unit, on substantially the same terms and conditions as the Units (as defined below) issuable upon conversion of the Subscription Receipts issuable pursuant to the Offering (see below).

The transaction is expected to close in Q2 2026 and will be completed on a cash-free and debt-free basis, subject to customary closing conditions, including the receipt of TSXV acceptance. Honey Badger’s common shares have been halted and are expected to remain halted until acceptance by the TSXV.

PC Technical Snapshot

The Project is a permitted underground silver-zinc-lead project located in the Northwest Territories. The Project hosts a large, high-grade historical resource with significant existing underground development and infrastructure. The deposit comprises multiple steeply dipping vein and stratabound-style mineralized zones hosted within Proterozoic sedimentary rocks of the Mackenzie Mountains.

Key highlights include:

  • Two surface leases and twelve mining leases covering approximately 7,485 hectares;
  • Extensive historical investment, including underground workings, mine development, and site infrastructure;
  • The Project is designed as a conventional underground mining operation utilizing proven mining methods. Historical underground development provides access to multiple zones of mineralized material;
  • The proposed processing facility is designed to produce separate zinc and lead concentrates via conventional crushing, grinding, and flotation circuits. Silver is primarily recovered into the lead concentrate, with additional payable silver credits in the zinc concentrate;
  • Strong exploration upside along strike and at depth within a well-defined mineralized system; and
  • The Project maintains support from local communities, with benefit agreements in place with local first nations, and strong support by the government of the Northwest Territories.

CZC Financial Information[4]

Set forth below is certain financial information of CZC derived from CZC’s internal management accounts (unless otherwise indicated), with all amounts expressed in thousands of Canadian dollars:

Pro Forma Post-Closing[5] Fiscal Year Ended
December 31, 2025 (Unaudited)
Fiscal Year Ended
December 31, 2024 (Unaudited)
Assets 9,449 9,449 10,908
Liabilities 6,405 6,405 7,498
Intercompany Payable Nil 85,642[6] 80,384
Net loss and Comprehensive loss N/A (5,624) (8,800)

 

Figures are unaudited and remain subject to change.

Subscription Receipt Financing Details

The Company intends to complete a brokered private placement Offering of up to 62,500,000 Subscription Receipts at a price of C$0.16 per Subscription Receipt for gross proceeds of up to C$10 million.

Each Subscription Receipt will automatically convert, without payment of additional consideration and without further action on the part of the holder thereof, into one unit of the Company (each, a “Unit“) upon the satisfaction of the Escrow Release Conditions (as defined herein) on or prior to the Escrow Release Deadline (as defined herein).

Each Unit will consist of one common share of the Company (a “Common Share“) and one Common Share purchase warrant of the Company (a “Warrant“). Each Warrant will entitle the holder thereof to acquire one additional Common Share for a period of three years from the closing of the Offering at an exercise price to be determined following the announcement of the Offering and in accordance with the policies of the TSXV.

The gross proceeds of the Offering, less certain expenses and a portion of the Agents’ fees, will be deposited into escrow with a subscription receipt agent pending satisfaction of the Escrow Release Conditions (such amount being the “Escrowed Funds“), which includes the completion, satisfaction or waiver of all conditions precedent to the closing of the Acquisition other than the payment of the purchase price and receipt of final approval of the TSXV (the “Escrow Release Conditions“). If the Escrow Release Conditions are satisfied on or before June 15, 2026 (the “Escrow Release Deadline“), the Escrowed Funds (less the balance of the Agents’ fees) will be released to the Company and the Subscription Receipts will automatically convert into Units. If the Escrow Release Conditions are not satisfied on or before the Escrow Release Deadline, the Subscription Receipts will be cancelled, and the Escrowed Funds will be returned to holders of Subscription Receipts on a pro rata basis.

The Company has granted the Agents an option (the “Agents Option“), exercisable up to 48 hours prior to the closing of the Offering, to increase the size of the Offering by up to 15%.

In consideration for their services, the Agents will receive a cash commission equal to 6% of the gross proceeds of the Offering and such number of compensation warrants equal to 6% of the number of Units issued pursuant to the Offering; in each case, subject to a reduction to 3% in respect of sales of Subscription Receipts to purchasers included on a president’s list to be formed by the Company in connection with the Offering. Each compensation warrant will entitle the holder to acquire one Common Share at the issue price for a period of two years. As described above, 50% of the Agents’ cash commission will be deposited into escrow pending the satisfaction of the Escrow Release Conditions.

The securities issued pursuant to the Offering will be subject to a statutory four-month hold period in accordance with applicable securities laws in Canada.

The net proceeds from the Offering (including the Agents Option) are expected to be used to fund the cash portion of purchase price associated with the Acquisition and the expenses related to the Acquisition.

Closing of the Offering is expected to occur on or about April 15, 2026 and remains subject to customary closing conditions, including receipt of all necessary approvals, including the approval of the TSXV.

Silver Equivalent Calculations

Silver equivalent (“AgEq“) is calculated using metal prices from the Project’s most recent mineral resource estimate in 2021 of US$20/oz silver, US$1.15/lb zinc, and US$1.00/lb lead. Average processing recoveries assumed are 95.1% for silver, 81.5% for zinc, and 84.3% for lead. Average payables assumed are 85% for silver, 85% for zinc, and 95% for lead. AgEq is calculated as follows: AgEq (g/t) = Ag (g/t) + Zn (%) * 33.79 + Pb (%) * 33.97. AgEq (ozs) = AgEq (g/t) * (Tonnes of Measured & Indicated Resources or Inferred Resources).

Qualified Person

The scientific and technical data contained in this news release pertaining to the Project was reviewed and approved by Benjamin Kuzmich, who is an independent consultant and “qualified person” within the meaning of NI 43-101.

This news release does not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or any state securities laws, and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.

About Honey Badger Silver Inc.

Honey Badger Silver is a unique silver company. The company is led by a highly experienced leadership team with a track record of value-creation, backed by a skilled technical team. Our projects are located in areas with a long history of mining, including the Sunrise Lake project with a historic resource of 12.8 Moz of silver at a grade of 262 g/t silver (and 201.3 million pounds of zinc at a grade of 6% zinc) Indicated and 13.9 Moz of silver at a grade of 169 g/t silver (and 247.8 million pounds of zinc at a grade of 4.4% zinc) Inferred(1) located in the Northwest Territories and the Plata high grade silver project located 165 km 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 an unclassified historic resource of 5.5 Moz of silver at a grade of 22 g/t silver and 1.3 billion pounds of zinc at a grade of 7.6% zinc(2). 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(3). In addition, we own 10,000 ozs of physical silver yielding 12% per annum. In each instance, the reliability of the historical resource estimates (the “Historical Estimates“) are considered reasonable, but a qualified person has not done sufficient work to classify the foregoing Historical Estimates as current mineral resources, and the Company is not treating the estimates as current mineral resources. There is no technical report associated with the Historical Estimates. The Historical Estimate contains categories that are not consistent with current CIM definitions. The Company considers the Historical Estimates to be relevant for the proper understanding of its mineral properties, however, significant data compilation, re-drilling, re-sampling and data verification may be required by a Qualified Person for the Historical Estimates to be in accordance with NI 43-101 standards and to verify the Historical Estimates as current mineral resources. No more recent estimates of the mineral resources or other data are available to the Company. There can be no certainty, following further evaluation and/or exploration work, that the historical estimates can be upgraded or verified as mineral resources or mineral reserves in accordance with NI 43-101.

  1. Sunrise Lake historic resource (2000-2003): Indicated 1.522 million tonnes grading 262 grams/tonne silver, 6.0% zinc, 2.4% lead, 0.08% copper, and 0.67 grams/tonne gold and Inferred 2.555 million tonnes grading 169 grams/tonne silver, 4.4% zinc, 1.9% lead, 0.07% copper, and 0.51 grams/tonne gold. The resource estimate for the Sunrise Deposit was carried out by Silver Standard Resources Inc. (SSR) using a classical polygonal method that relied on 72 diamond drillholes and an average density of 4 t/m3. Drill hole intercepts were taken directly from the drill logs (CBA 1998). Polygons were created within AutoCAD and AutoCAD calculated the areas. Horizontal widths were calculated using the ratio of core length to the width used by CBA in their 1998 estimate. Intercepts not used by CBA were measured on the cross sections. The intercepts were composited primarily using a geological cut-off based on the sulphide content and a nominal 30 g/t Ag grade. Internal values below 30 g/t were included for geological continuity if the composite remained above cut-off. Stringer mineralization was included where silver grades were above 30 g/t and occasionally lower if base metal grades were high. It is assumed the upper 100 m could be mined by open pit methods and the stringer mineralization would have to be removed to access the massive sulphides. The classification of the mineralization is based on the number of drill holes on a section and the continuity of the mineralization. The main massive sulphide horizon has been drilled on sections spaced 40 m apart, and above the -280 m elevation, the down dip continuity of the horizon has been tested with holes 25 to 30 m apart down dip. All mineralization in the massive sulphide horizon above 280 m is considered an Indicated Resource while the near surface stringer mineralization and the massive sulphides below 280 m are considered to be Inferred Resources. Forty holes define the massive sulphide Indicated Resource horizon. In a 2003 report to SSR, Roscoe Postle Associates Inc. (RPA) concluded SSR’s resource estimate was reasonable based on approximating a NSR using typical smelter contracts, assuming metallurgical recoveries based on the limited metallurgical testing and on the following price assumptions: USD$ 5.50 per ounce silver, USD$ 400 per ounce gold, USD$ 0.45 per pound zinc, USD$ 0.25 per pound lead, and USD$ 0.80 per pound copper, as well as a USD$ 75 transportation cost, and a CDN$ 1.45:USD$ 1.00 exchange rate.

  2. Clear Lake historic Resource (2010): Inferred 7.76 million tonnes grading 22 grams/tonne silver, 7.6% zinc, and 1.08% lead. In 2010 SRK was engaged to complete a NI 43-101 compliant resource estimate for the Clear Lake deposit for Copper Ridge Explorations Inc. The estimate was made utilizing 1,842 assays from within the deposit, from a total of 13,168 m of drilling in 63 historical drill holes. An average density of 4.07 gm/cc was used, based on a limited number of field measurements that were confirmed in the laboratory, and with a minimum thickness of 2 m. Mineral resources were estimated by ordinary kriging in 12m by 12m by 9m blocks. The mineral resources are reported at a 4% (Pb+Zn) cut-off. Pb grades have been capped at 1.5% and Ag grades were capped at 60 g/t. Although SRK placed this resource in the inferred category due to uncertainties related to the historical nature of the available data, they noted that most of the resource has been drilled at a sufficiently close enough spacing to support indicated classification. The above information has been taken from a news release by Copper Ridge dated January 18th, 2010, as no technical report is publicly available.

  3. Geological Survey of Canada, 2002-C22, “Structural and Stratigraphic Controls on Zn-Pb-Ag Mineralization at the Nanisivik Mississippi Valley type Deposit, Northern Baffin Island, Nunavut; by Patterson and Powis.”

More information is available at honeybadgersilver.com

Chad Williams
Executive Chairman, Interim CEO
[email protected] | +1 (647) 498-8244

Sonya Pekar
Investor Relations
[email protected] | +1 (647) 498-8244

Forward-Looking Statements

Certain statements in this release constitute “forward-looking statements” within the meaning of applicable securities laws, including but not limited to, the potential of the Project, the timing of the completion of the Acquisition and the Offering, the third party approvals and consents (including the TSXV approvals) required to complete the Acquisition and the Offering, the conditions required to be satisfied to complete the Acquisition, the abilities of the companies to complete the Acquisition on the terms announced (if at all), the intentions, plans and future actions of Honey Badger described herein, the timing, content, cost and results of proposed work programs, the discovery and delineation of mineral deposits / resources / reserves, geological interpretation, the timing for completing the Acquisition, the Company’s ability to satisfy the Escrow Release Conditions on or before the Escrow Release Deadline, the potential merits of the Project, and Honey Badger’s strategic objective. Such statements and information involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the company, its projects, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. Such statements can be identified by the use of words such as “may”, “would”, “could”, “will”, “intend”, “expect”, “believe”, “plan”, “anticipate”, “estimate”, “scheduled”, “forecast”, “predict” and other similar terminology, or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. These statements reflect the Company’s current expectations regarding future events, performance and results and speak only as of the date of this release. The Company does not undertake, and assumes no obligation, to update or revise any such forward-looking statements or forward-looking information contained herein to reflect new events or circumstances, except as may be required by law.

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 press release.


[1] The Project has received key regulatory approvals including a Type A Water License, Land Use Permits and Environmental Assessment approvals. As is customary with exploration and/or development stage projects, separate construction and operating permits would be required once a final investment and construction decision in made.

[2] Historical mineral resource estimates for the PC Silver Project are based on the following key parameters and assumptions: (1) Mineral Resources are stated as of October 15, 2021; (2) Mineral Resources include those Resources converted to Mineral Reserves; (3) Stated at a cut-off grade of 8% ZnEq based on prices of $1.15/lb for zinc, $1.00/lb for lead, and $20/oz for silver; (4) Average processing recovery factors of 81.5% for zinc, 84.3% for lead, and 95.1% for silver; (5) Average payables of 85% for zinc, 95% for lead, and 85% for silver; (5) ZnEq = (grade of Zn in %) + [(grade of lead in % * price of lead in $/lb * 22.046 * recovery of lead in % * payable lead in %) + (grade of silver in g/t* (price of silver in $/Troy oz/ 31.10348) * recovery of silver in % * payable silver in %)]/(price of zinc in $/lb*22.046 * recovery of zinc in % * payable zinc in %); and (6) Numbers may not compute exactly due to rounding.

[3] The historical estimates for the Project is supported by a technical report dated October 15, 2021 prepared in accordance with NI 43-101, completed by Ausenco Engineering Canada Inc., for NorZinc Ltd., which is currently the parent company of CZC. The historical estimates contained in this news release have not been verified as current mineral resources. A “qualified person” (as defined in NI 43-101) has not done sufficient work to classify the historical estimate as current mineral resources, and the Company is not treating the historical estimate as current mineral resources. The Company considers the historical estimates to be relevant for the proper understanding of the Project, however, significant data compilation, re-drilling, re-sampling and data verification may be required by a Qualified Person for the historical estimates to be in accordance with NI 43-101 standards and to verify the historical estimates as current mineral resources.

[4] Figures are unaudited, preliminary in nature and remain subject to change (which changes may be material). The CZC financial information set forth above has not been audited, reviewed, compiled, or otherwise examined by any independent registered public accounting firm and does not conform to the requirements of IFRS or any other generally accepted accounting principles. The CZC financial information is being provided solely for informational purposes and should not be relied upon for any investment or other decision-making purpose. Such financial information is derived from internal management accounts (unless otherwise indicated) and is subject to the completion of financial closing procedures, adjustments, audit, and other developments that may result in material changes to the figures presented.

[5] Pro Forma balances are based on Honey Badger’s own projections and are based on the following assumptions and parameters: (1) Honey Badger has assumed that the value of all assets and liabilities of CZC as at immediately following closing of the Acquisition will remain the same as the values indicated as at December 31, 2025, and (2) “Intercompany Payable” excludes the value of any obligations to be owed by CZC to Honey Badger following closing. Upon completion of the Acquisition, neither Honey Badger nor CZC will have any indebtedness owing to RCF or NorZinc Ltd.

[6] Balance will be settled and/or acquired by Honey Badger in connection with the Acquisition.

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/289242

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