Badlands Enters into Agreement to Acquire Goliath Property

Executive Summary

• Badlands Resources Inc. entered into a Purchase Agreement to acquire 100 % of the Goliath Property in Ontario for cash consideration of $200,000.
• The transaction includes assumption of a 2 % net smelter return royalty payable to Blackwidow Geological Services, with an option to buy back half of that royalty (1 %) for $1,000,000.
• Badlands also terminated its option to acquire the Rett Property in Thunder Bay; no fees were paid.

Key Details

• Purchase Price: $200,000 cash for 100 % interest in the Goliath Property.
• Property Description: 97 contiguous single‑cell mining claims (~2,050 ha) located ~70 km SE of Kenora, Ontario, within the Kakagi‑Rowan Lakes greenstone belt.
• Royalty Terms: Assumption of a 2 % NSR royalty to Blackwidow; Badlands may repurchase 1 % of the royalty for $1,000,000.
• Closing Conditions: Subject to customary conditions including TSX Venture Exchange acceptance; classified as a “reviewable transaction” under TSXV Policy 5.3 because Nav Dhaliwal (Executive Chairman) is an insider of Laxmi.
• No Finder’s Fees: The company will not pay any finders’ fees in connection with the transaction.
• Termination of Rett Option: Badlands terminated its option to acquire mineral claims on the Rett Property; no termination fees were incurred.
• Qualified Person Review: Technical content reviewed and approved by Devin Pickell, P.Geo., Qualified Person under NI 43‑101.

Notable Quotes

• “The acquisition of the Goliath Property expands our strategic footprint in a highly prospective district adjacent to several historic producing deposits,” – R. Dale Ginn, President & CEO.