Form 9 - Notice of Issuance of Securities
FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF
LISTED SECURITIES
September 2018
Page 1
FORM 9
NOTICE OF ISSUANCE OF LISTED SECURITIES
(or securities convertible or exchangeable into listed securities1)
Name of Listed Issuer: Symbol(s):
55 North Mining Inc. (the “Issuer”). FFF
Date: May 3, 2023 Is this an updating or amending Notice: X Yes (closing) No
If yes provide date(s) of prior Notices: ___April 18, 2023.
Issued and Outstanding Securities of Issuer Prior to Issuance: 147,695,505
Pricing
Date of news release announcing proposed issuance: April 17, 2023 or
Date of confidential request for price protection: N/A_____
Closing Market Price on Day Preceding the news release: N/A_____ or
Day preceding request for price protection: _$0.015______________
Closing
Number of securities to be issued: 9,371,739 Units
Issued and outstanding securities following issuance: 157,067,244 Common Shares
Instructions:
1. For private placements (including debt settlement), complete tables 1A and 1B in Part 1 of this form.
2. Complete Table 1A – Summary for all purchasers, excluding those identified in Item 8.
3. Complete Table 1B – Related Persons only for Related Persons
4. If shares are being issued in connection with an acquisition (either as consideration or to raise funds
for a cash acquisition) please proceed to Part 2 of this form.
5. An issuance of non-convertible debt does not have to be reported unless it is a significant transaction
as defined in Policy 7, in which case it is to be reported on Form 10 – Notice of Proposed
Transaction
6. Post the completed Form 9 to the CSE website in accordance with Policy 6 – Distributions. In
addition, the completed form must be delivered to [email protected] with an appendix that
includes the information in Table 1B for ALL placees.
FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF
LISTED SECURITIES
September 2018
Page 2
Part 1. Private Placement
Table 1A – Summary
Each jurisdiction in which
purchasers reside
Number of
Purchasers
Price per
Security
Total dollar value
(CDN$) raised in
the jurisdiction
Ontario 5 $0.015 $140,567.09
Total number of purchasers: 5
Total dollar value of distribution in all jurisdictions: $140,567.09
Table 1B – Related Persons
Full Name &
Municipality of
Residence of
Placee
Number of
Securities
Purchased or
to be
Purchased
(Units)
Purchase
price per
Security
(CDN$)
Conversion
Price (if
Applicable)
(CDN$)
Prospectus
Exemption
Total Securities
Previously Owned,
Controlled or
Directed
Payment
Date (1)
Describe
relations-
hip to
Issuer (2)
Bruce Reid
Toronto, ON
2,400,000 0.015 0.05 Section 2.3
[Accredited
Investor]
25,004,881
Shares, 5,949,695
Warrants,
2,000,000 Options
March,
2023
Director
Bruce Reid
Toronto, ON
2,333,333 0.015 0.05 Section 2.14
[Securities
for Debt]
25,004,881
Shares, 5,949,695
Warrants,
2,000,000 Options
N/A Director
Julio DiGirolamo
Toronto, ON
2,000,000 0.015 0.05 Section 2.14
[Securities
for Debt]
6,710,719 Shares,
2,365,853
Warrants, 700,000
Options
N/A CFO
Front Street
Management Inc.
Toronto, ON
333,333 0.015 0.05 Section 2.3
[Accredited
Investor]
6,710,719 Shares,
2,365,853
Warrants, 700,000
Options
May 2,
2023
CFO
Anita Bailey
Toronto, ON
1,000,000 0.015 0.05 Section 2.14
[Securities
for Debt]
2,545,742 Shares,
1,366,946
Warrants, 500,000
Options
N/A Consultant
Helga Fairhurst
Toronto, ON
1,000,000 0.015 0.05 Section 2.14
[Securities
for Debt]
2,545,742 Shares,
1,366,946
Warrants, 500,000
Options
N/A Employee
FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF
LISTED SECURITIES
September 2018
Page 3
1An issuance of non-convertible debt does not have to be reported unless it is a significant transaction as
defined in Policy 7, in which case it is to be reported on Form 10.
1. Total amount of funds to be raised: $140,576.09.
2. Provide full details of the use of the proceeds. The disclosure should be
sufficiently complete to enable a reader to appreciate the significance of the
transaction without reference to any other material. Debt reduction and
working capital.
3. Provide particulars of any proceeds which are to be paid to Related Persons of
the Issuer: N/A
4. If securities are issued in forgiveness of indebtedness, provide details of the
debt agreement(s) or and the agreement to exchange the debt for securities.
6,705,073 Units are being issued in satisfaction of debts with an
aggregate amount of $100,576.10 for services rendered to the Issuer,
pursuant to Shares for Debt Agreements dated April 5, 2023, between
the Issuer and its creditors.
5. Description of securities issued:
(a) Class: Units
(b) Number: total: 9,371,739 Units
(c) Price per security : $0.015
(d) Voting rights : One vote per Common Share
6. Provide the following information if warrants, (options) or other convertible
securities are to be issued:
(a) Number 9,371,739 Warrants
(b) Number of securities eligible to be purchased on exercise of
warrants (or options ) 9,371,739.
(c) Exercise price: $0.05
(d) Expiry date : May 3, 2027
7. Provide the following information if debt securities are to be issued: N/A
(a) Aggregate principal amount .
(b) Maturity date .
FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF
LISTED SECURITIES
September 2018
Page 4
(c) Interest rate .
(d) Conversion terms .
(e) Default provisions .
8. Provide the following information for any agent’s fee, commission, bonus or
finder’s fee, or other compensation paid or to be paid in connection with the
placement (including warrants, options, etc.): N/A
(a) Details of any dealer, agent, broker or other person receiving
compensation in connection with the placement (name , and if a
corporation, identify persons owning or exercising voting control over
20% or more of the voting shares if known to the Issuer):
(b) Cash .
(c) Securities:
(d) Other .
(e) Expiry date of any options, warrants etc.:
(f) Exercise price of any options, warrants etc. .
9. State whether the sales agent, broker, dealer or other person receiving
compensation in connection with the placement is Related Person or has any
other relationship with the Issuer and provide details of the relationship N/A
.
10. Describe any unusual particulars of the transaction (i.e. tax “flow through”
shares, etc.). N/A
11. State whether the private placement will result in a change of control. N/A
12. Where there is a change in the control of the Issuer resulting from the issuance
of the private placement shares, indicate the names of the new controlling
shareholders. N/A
.
13. Each purchaser has been advised of the applicable securiti es legislation
restricted or seasoning period. All certificates for securities issued which are
subject to a hold period bear the appropriate legend restricting their transfer
until the expiry of the applicable hold period required by National Instrument
45-102 Resale of Securities.
FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF
LISTED SECURITIES
September 2018
Page 5
Certificate Of Compliance
The undersigned hereby certifies that:
1. The undersigned is a director and/or senior officer of the Issuer and has been
duly authorized by a resolution of the board of directors of the Issuer to sign
this Certificate of Compliance on behalf of the Issuer.
2. As of the date hereof there is not material information concerning the Issuer
which has not been publicly disclosed.
3. the Issuer has obtained the express written consent of each applicable
individual to:
(a) the disclosure of their information to the Exchange pursuant to this Form
or otherwise pursuant to this filing; and
(b) the collection, use and disclosure of their information by the Exchange in
the manner and for the purposes described in Appendix A or as otherwise
identified by the Exchange, from time to time
4. The undersigned hereby certifies to the Exchange that the Issuer is in
compliance with the requirements of applicable securities legislation (as such
term is defined in National Instrument 14-101) and all Exchange Requirements
(as defined in CSE Policy 1).
5. All of the information in this Form 9 Notice of Issuance of Securities is true.
Dated May 3, 2023
Julio Di Girolamo
Name of Director or Senior
Officer
“Julio DiGirolamo”
Signature
Chief Executive Officer
Official Capacity