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Barksdale Closes C$3.5 Million Strategic Investment by Osisko Gold Royalties

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Vancouver, B.C. – January 21, 2019 - Barksdale Capital Corp. (“Barksdale” or the “Company”) is pleased to announce that it has closed the previously announced non-brokered private placement with Osisko Gold Royalties Ltd (“Osisko”)       (TSX: OR).  Barksdale has issued Osisko 5,833,333 common shares at a price of C$0.60 per share for total gross proceeds of C$3,500,000 (the “Placement”).  As a result of the Placement, there are now 38,489,686 common shares of the Company outstanding, of which Osisko owns approximately 15.2%.  The net proceeds from the Placement will be used to advance the Company’s mineral projects, including the Sunnyside project, and for general corporate and working capital purposes.

“The investment by Osisko is an important endorsement of Barksdale and the Sunnyside project, which is adjacent to South32’s recently acquired Taylor-Hermosa development project in southern Arizona.  Now that the transaction has closed our team is excited to continue de-risking Sunnyside for the benefit of all shareholders,” stated Rick Trotman, President and CEO of Barksdale. 

Under the Placement and for so long as Osisko owns 10% or more of the Company’s outstanding shares, Osisko shall have an equity participation right to maintain its pro-rata ownership interest in the Company and the right to nominate one person to Barksdale’s board of directors.  In addition, Osisko has been granted a right of first refusal on any proposed royalty, streaming, or similar transactions involving all or any portion of the Company’s properties for a period of five years.

Concurrent with the Placement, Osisko acquired certain existing royalty interests over the Sunnyside project from an arm’s length private vendor.

Medalist Capital Ltd. acted as financial advisor to the Company in connection with the Placement and will receive an advisory fee in cash and share purchase warrants in accordance with the policies of the TSX Venture Exchange.  The share purchase warrants will be exercisable for a period of 24 months at a price of $0.60 per share.

All securities issued pursuant to the Placement are subject to a 4 month period expiring May 19, 2019. 

Barksdale Capital Corp. is a base metal exploration company headquartered in Vancouver, BC, that is focused on the acquisition and exploration of highly prospective base metal projects in the United States.  Barksdale’s portfolio of assets is located within a world-class base metal district in southern Arizona and are surrounded by some of the world’s largest mining companies.

ON BEHALF OF BARKSDALE CAPITAL CORP

Rick Trotman, President and Chief Executive Officer

For more information please phone 778-558-7145, email info@barksdalecapital.com or visit www.BarksdaleCapital.com.

Any scientific or technical information contained in this news release has been approved by Lewis Teal, Barksdale’s project manager and a “qualified person” as defined by NI 43-101, Standards of Disclosure for Mineral Projects.


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 INFORMATION: This news release includes “forward-looking information” under applicable Canadian securities legislation including, but not limited to, the anticipated use of proceeds from the Placement and the potential relationship between the Sunnyside project and the Taylor-Hermosa base metal system. Such forward-looking information reflects management’s current beliefs and are based on a number of estimates and assumptions made by and information currently available to the Company that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information. Readers are cautioned that such forward-looking information are neither promises nor guarantees, and are subject to known and unknown risks and uncertainties including, but not limited to, general business, economic, competitive, political and social uncertainties, uncertain and volatile equity and capital markets, lack of available capital, actual results of exploration activities, environmental risks, future prices of base metals, operating risks, accidents, labor issues, delays in obtaining governmental approvals and permits, and other risks in the mining industry. All forward-looking information contained in this news release is qualified by these cautionary statements and those in our continuous disclosure filings available on SEDAR at www.sedar.com.  Accordingly, readers should not place undue reliance on forward-looking information. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.

THIS NEWS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL SECURITIES AND THE COMPANY IS NOT SOLICITING AN OFFER TO BUY THE SECURITIES DESCRIBED HEREIN. THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.