Barksdale Announces 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, December 17, 2018 - Barksdale Capital Corp. ("Barksdale" or the "Company") is pleased to announce that the Company has arranged a non-brokered private placement with Osisko Gold Royalties Ltd. ("Osisko") to purchase 5,833,333 common shares of the Company (the "Shares") at a price of C$0.60 per Share, for a total investment of C$3,500,000 (the "Placement"). Following the Placement, Osisko will own approximately 15.2% of the issued and outstanding common shares of Barksdale on a non-diluted basis. Concurrently with the Placement, Osisko has also reached an agreement to acquire certain existing royalty interests over the Sunnyside project from an arm's length private vendor.

Rick Trotman, CEO of Barksdale, remarked, "I would like to give a warm welcome to Osisko Gold Royalties, Barksdale's newest shareholder. This investment is an important endorsement of the Sunnyside project given Osisko's successful investment history in this district with previous exploration groups. We look forward to building our relationship with Osisko while exploring and advancing the Sunnyside project, which we believe hosts the extension of the Taylor-Hermosa base metal system."

In connection with the Placement, Osisko and Barksdale will negotiate and enter into a binding investment agreement, the provisions of which will include, inter alia, the following rights in favor of Osisko for so long as it holds 10% or more of the outstanding common shares of Barksdale:

• Equity participation right to maintain pro-rata ownership interest, and
• The right to nominate one person to Barksdale's board of directors.

In connection with the Placement, Osisko will also receive a right of first refusal on any proposed royalty, streaming, or similar transactions for a period of five years from the closing date. 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 Placement is subject to the execution of definitive documentation and receipt of necessary regulatory approvals including the conditional acceptance of the TSX Venture Exchange as well as Osisko closing a separate acquisition of certain existing royalty interests over the Sunnyside project from an arm's length private vendor. The Placement is expected to close on or about January 4, 2019. All newly issued securities will be subject to a customary hold period of four months plus one day.

Medalist Capital Ltd. acted as financial advisor to the Company on the transaction.

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 Placement and the expected closing date and anticipated use of proceeds thereof 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. There are no assurances that the Company will successfully negotiate and enter into definitive documentation and complete the Placement on the terms set out herein or at all. 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.

SOURCE: Barksdale Capital Corp.