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Homerun Resources Inc. Closing of Halocell Europe Acquisition

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Rhea-AI Sentiment
(Very Positive)

Homerun Resources Inc. (TSXV: HMR) (OTCQB: HMRFF) has completed the acquisition of Halocell Europe SRL, which will be renamed to Homerun Energy SRL. The acquisition terms include:

- 1.1 million Homerun common shares issued to Halocell Energy
- AU$600,000 investment in Halocell Energy (5 million shares)

The deal includes escrow restrictions on share sales, with Consideration Shares locked for 4 months followed by a 100,000 monthly sale limit. Similarly, Halocell Energy Shares have a 4-month lock-up period with a 500,000 monthly sale limit. Both parties must provide 30-day notice before selling shares.

Additionally, Halocell Energy granted a perpetual, royalty-free patent license to Halocell Europe. The company also issued 2.1 million stock options at $1.50 per share with a 5-year expiry, and announced the exercise of 7,514,000 warrants from March 2023 at $0.20.

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Positive

  • Acquisition includes perpetual royalty-free patent license
  • 7.51M warrants exercised, indicating investor confidence
  • Strategic expansion through acquisition completion

Negative

  • Share dilution from 1.1M new shares issued
  • AU$600,000 cash investment required
  • Additional dilution from 2.1M stock options granted

News Market Reaction – HMRFF

-5.38%
1 alert
-5.38% News Effect

On the day this news was published, HMRFF declined 5.38%, reflecting a notable negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Vancouver, British Columbia--(Newsfile Corp. - March 6, 2025) - Homerun Resources Inc. (TSXV: HMR) (OTCQB: HMRFF) ("Homerun" or the "Company") is pleased to announce that further to the Company's News Release of December 16, 2024, Homerun has closed the Acquisition of Halocell Europe SRL (Halocell Europe) from Halocell Energy. Halocell Europe will undergo a name change to Homerun Energy SRL.

ACQUISITION TERMS
The consideration which has been paid by Homerun to Halocell Energy for the Acquisition:

(a) 1,100,000 common shares of Homerun (the "Consideration Shares"); and
(b) AU$600,000 invested in Halocell Energy Shares (5,000,000).

The Consideration Shares issued by the Company are subject to the following escrow restrictions:

(a) no Consideration Shares can be sold for four months after issue;
(b) after the four-month escrow period, the Consideration Shares are restricted to selling a maximum of 100,000 shares per month; and
(c) Halocell Energy must give Homerun 30 days' notice of its intention to sell Consideration Shares.

The Halocell Energy Shares purchased by the Company are subject to the following escrow restrictions:

(a) no Halocell Energy Shares can be sold for four months after issue;
(b) after this four-month escrow period, Homerun is restricted to selling a maximum of 500,000 shares per month; and
(c) Homerun must give Halocell Energy 30 days' notice of its intention to sell shares.

Under the terms of the acquisition, Halocell Energy has granted Halocell Europe a non-exclusive, non-transferable, royalty free, perpetual licence to use and exploit the Patent Rights of Halocell Energy.

Further, the Company has granted 2.1 million stock options to officers and consultants of the company. The options have an exercise price of $1.50 per share, expire five years from the date of the grant and are subject to TSX Venture Exchange approval.

The Company also announces that the 7,514,000 warrants issued under the $0.10 Unit financing in March 2023 and exercisable at $0.20, have been exercised.

About Homerun (www.homerunresources.com)
Homerun (TSXV: HMR) is a vertically integrated materials leader revolutionizing green energy solutions through advanced silica technologies. As an emerging force outside of China for high-purity quartz (HPQ) silica innovation, the Company controls the full industrial vertical from raw material extraction to cutting-edge solar, battery and energy storage solutions. Our dual-engine vertical integration strategy combines:

Advanced Materials

  • Operating through ownership and partnerships to control two of Brazil's premier Silica Districts with in-place logistics.
  • Pioneering zero-waste thermoelectric purification and advanced materials processing technologies with University of California – Davis.
  • Developing silicon carbide and thermoelectric materials for next-generation battery solutions.

Energy Solutions

  • Building Latin America's first dedicated high-efficiency solar glass manufacturing facility (365,000t/yr capacity).
  • Commercializing the integration of Perovskite PV on solar glass technology (PSC is at +25% solar efficiency and now commercializing globally as Tandem Solar).
  • Partnering with U.S. Dept. of Energy/NREL on the development of the Enduring long-duration energy storage system utilizing the Company's high-purity silica sand for industrial heat and electricity arbitrage and complementary silica purification.

With six profit centers built within the vertical strategy and all gaining economic advantage utilizing the Company's HPQ silica, across, solar, battery and energy storage solutions, Homerun is positioned to capitalize on high-growth global energy transition markets. The 3-phase development plan has achieved all key milestones in a timely manner, including government partnerships, scalable logistical market access, and breakthrough IP in advanced materials processing and energy solutions.

Homerun maintains an uncompromising commitment to ESG principles, deploying the cleanest and most sustainable production technologies across all operations while benefiting the people in the communities where the Company operates. As we advance revenue generation and vertical integration in 2025, the Company continues to deliver shareholder value through strategic execution within the unstoppable global energy transition.

On behalf of the Board of Directors of
Homerun Resources Inc.

"Brian Leeners"

Brian Leeners, CEO & Director
brianleeners@gmail.com / +1 604-862-4184 (WhatsApp)

Tyler Muir, Investor Relations
info@homerunresources.com / +1 306-690-8886 (WhatsApp)

FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE

The information contained herein contains "forward-looking statements" within the meaning of applicable securities legislation. Forward-looking statements relate to information that is based on assumptions of management, forecasts of future results, and estimates of amounts not yet determinable. Any statements that express predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance are not statements of historical fact and may be "forward-looking statements."

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/243544

FAQ

What are the key terms of Homerun Resources (HMRFF) acquisition of Halocell Europe?

Homerun issued 1.1M common shares and invested AU$600,000 in Halocell Energy (5M shares), with strict escrow restrictions on share sales for both parties.

What are the escrow restrictions for HMRFF's Consideration Shares in the Halocell acquisition?

4-month initial lock-up period, followed by a maximum sale limit of 100,000 shares per month with 30-day notice requirement.

What stock options did Homerun Resources (HMRFF) grant following the Halocell acquisition?

2.1 million stock options at $1.50 per share with 5-year expiry, subject to TSX Venture Exchange approval.

How many warrants were exercised from HMRFF's March 2023 financing?

7,514,000 warrants from the $0.10 Unit financing, exercisable at $0.20, were exercised.
Homerun Resources Inc

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