Buccaneer Announces Intention to Delist from TSX Venture Exchange

January 18, 2019 1:38 PM EST | Source: Strategic Minerals Europe Corp.

Toronto, Ontario--(Newsfile Corp. - January 18, 2019) - Buccaneer Gold Corp. (TSXV:BGG) announced it had entered into a binding letter of intent (the "LOI") with a company carrying on business in the cannabis market in the United States of America ("TargetCo"), with the goal of effecting a business combination between them (the "Transaction"). Buccaneer has established a Special Committee to shepherd the Transaction to a successful conclusion. Buccaneer's due diligence of TargetCo is underway and the parties expect to disseminate a more fulsome press release concerning the Transaction in the near future. Please refer to the December 12, 2018 press release for the terms of the LOI.

The TSX Venture Exchange (the "TSXV") has to date not approved the listing of the securities of any company carrying on business in the cannabis market in the United States, and there is no reasonable basis to believe that this policy will change in the near future or ever. Therefore, to accommodate the Transaction, Buccaneer announces its intention to immediately delist its shares from the TSXV following written shareholder approval and customary filings. To delist, Buccaneer will require 'majority of the minority' shareholder approval, meaning officers, directors and persons holding more than ten percent of the Buccaneer voting shares cannot vote to approve the delisting.

Assuming delisting takes place it is Buccaneer's intention to then effect the Transaction and apply for the listing for its shares on another Canadian stock exchange, subject to necessary regulatory approvals.

Buccaneer Gold Corp.:

Peter M. Clausi
Director and Special Committee Member
1 416 890 1232

Forward Looking Information

This press release contains forward-looking statements which reflect Buccaneer's current expectations regarding future events, including with respect to performance, business and future events, including but not limited to express or implied statements and assumptions regarding Buccaneer's intention to negotiate for or complete the Transaction. The forward-looking statements involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. In particular, there is no guarantee that the parties will successfully negotiate and enter into a definitive agreement or complete the Transaction contemplated herein, that Buccaneer's due diligence will be satisfactory or that Buccaneer will obtain any required shareholder or regulatory approvals, including the listing of the shares of Buccaneer or of the resulting issuer on the Canadian Securities Exchange and the delisting of shares of Buccaneer from the TSXV. Accordingly, readers should not place undue reliance on forward-looking statements and information, which are qualified in their entirety by this cautionary statement. The Company does not undertake any obligations to release publicly any revisions for updating any voluntary forward-looking statements, except as required by applicable securities law.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. Not for distribution to U.S. newswire services or for dissemination in the United States. Any failure to comply with this restriction may constitute a violation of U.S. securities laws.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) has reviewed this news release and neither accepts responsibility for the adequacy or accuracy of this news release.