Northisle Announces Closing of $115 million Financing
Northisle Copper and Gold Inc. | 14th Floor – 1040 West Georgia St. | Vancouver, BC | V6E 4H1
www.northisle.ca | [email protected]
March 6, 2026
TSXV: NCX
Northisle Announces Closing of $115 million Financing
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR
DISSEMINATION DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES
Vancouver, B.C. – Northisle Copper and Gold Inc. (TSX -V: NCX) (“Northisle” or the “Company”) is pleased to
announce that it has closed the previously announced ”best efforts” offering (the “Brokered Offering”) and non-
brokered private placement with Wheaton Precious Metals Corp. (the “Non-Brokered Offering” and together with
the Brokered Offering, the “Offerings”) for aggregate gross proceeds of $115,003,300.
Sam Lee, President & CEO commented “We are pleased to welcome many new institutional investors to our share
registry and are thankful for the ongoing support of our existing shareholders, including Wheaton. The financing and
our inclusion in the BC Critical Minerals Office, combined with our growing engagement with First Nations and North
Island communities, highlights the opportunity for Northisle to rapidly advance the development of our North Island
Project.”
Details of the Offerings
The Brokered Offering consisted of (i) 35,016,700 common shares of the Company (“Common Shares”) offered by
way of the Prospectus Supplement (as defined below) at a price of $3.05 per Common Share (the “Issue Price”) for
gross proceeds of $106,800,935 (the “Brokered Public Offering”); and (ii) 1,050,000 Common Shares offered at the
Issue Price on a private placement basis for gross proceeds of $3,202,500 (the “Brokered Private Placement”). The
Non-Brokered Offering consisted of 1,639,300 Common Shares offered at the Issue Price on a private placement
basis for gross proceeds of $4,999,865. The aggregate number of Common Shares issued pursuant to the Offerings
was 37,706,000 for gross proceeds of $115,003,300. The net proceeds of the Offerings will be used by the Company
for advancement of the Company’s projects and for general corporate and working capital purposes.
The Brokered Offering was conducted by a syndicate of agents led by Paradigm Capital Inc. as lead agent and sole
bookrunner on behalf of a syndicate of agents including Agentis Capital Markets (First Nations Financial Markets
LP), Beacon Securities Limited , Ventum Financial Corp., Raymond James Ltd., BMO Nesbitt Burns Inc., TD
Securities Inc., and CIBC World Markets Inc. (collectively, the “Agents”). The Agents received a cash commission of
5% of gross proceeds of the Brokered Public Offering, with the exce ption of gross proceeds of $1,351,455 from
subscribers on a president’s list provided by the Company, to which a 2% commission was applied, plus 2% of the
gross proceeds of the Brokered Private Placement. No compensation was paid to the Agents in connection with the
Non-Brokered Offering.
The Common Shares offered pursuant to the Brokered Public Offering were offered in all the provinces and territories
of Canada, other than Quebec, on a “best efforts” basis by way of the prospectus supplement dated March 2, 2026
to the Company’s short form base shelf prospectus dated February 25, 2026 (the “Prospectus Supplement”).
The Common Shares offered pursuant to the Non -Brokered Offering and the Brokered Private Placement were
offered on a private placement basis pursuant to applicable exemptions from the prospectus requirements of
Canadian securities laws under National Instrument 45 -106 – Prospectus Exemptions. Certain Common Shares
were also issued in the United States on a private placement basis pursuant to available exemptions.
Certain directors and officers of the Company (collectively, the "Insiders") purchased an aggregate of 109,800
Common Shares pursuant to the Brokered Public Offering (the "Insider Participation"). Participation by the Insiders
in the Offerings was considered a "related party transaction" pursuant to Multilateral Instrument 61-101 – Protection
Northisle Copper and Gold Inc. | 14th Floor – 1040 West Georgia St. | Vancouver, BC | V6E 4H1
www.northisle.ca | [email protected]
of Minority Security Holders in Special Transactions ("MI 61-101"). The Company was exempt from the requirements
to obtain a formal valuation or minority shareholder approval in connection with the Insider Participation pursuant
to sections 5.5(a) and 5.7(1)(a) of MI 61 -101 as neither the fair market value of any securities issued to, nor the
consideration paid by, the Insiders exceeded 25% of the Company’s market capitalization. The Company did not file
a material change report relating to the Insider Participation more than 21 days before the expected closing date of
the Offerings as the details of the Insider Participation was not settled at such time.
The Common Shares 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 U.S. state securities laws, and may not be offered or sold in the United
States without registration under the U.S. Securities Act and all applicable state securities laws or compliance with
requirements of an applicable exemption therefrom. This press release shall not constitute an offer to sell or the
solicitation of an offer to buy Common Shares in the United States, nor shall there be any sale of these Common
Shares in any jurisdiction in which such offer, solicitation or sale would be unlawful.
The Common Shares sold pursuant to the Non-Brokered Offering and the Brokered Private Placement are subject
to a statutory hold period of four months plus one day from the date of issuance.
About Northisle
Northisle Copper and Gold Inc. is a Vancouver -based company whose vision is to become Canada’s leading
sustainable mineral resource company for the future. Northisle, through its 100% owned subsidiary North Island
Mining Corp., owns the North Island Project, which is one of the most promising copper and gold porphyry projects
in Canada. The North Island Project is located near Port Hardy, British Columbia on a more than 34,000 -hectare
block of mineral titles 100% owned by Northisle on a belt stretching 50 kilometres northwest from the now closed
Island Copper Mine operated by BHP Billiton. Since 2021, the Company has discovered two significant deposits,
expanded resources, demonstrated the economic potential of the project, and is now focused on the development
of this compelling project while exploring within this highly prospective land package.
Northisle respectfully acknowledges that our North Island Project is located within the territories of Quatsino First
Nation, Kwakiutl First Nation, and Tlatlasikwala First Nation. We are committed to collaborating with First Nations
to build authentic, mutually beneficial relationships.
For more information on Northisle please visit the Company’s website at www.northisle.ca.
On behalf of Northisle Copper and Gold Inc.
Nicholas Van Dyk, CFA
Chief Financial Officer
Tel: (604) 335-3590
Email: [email protected]
www.northisle.ca
Cautionary Statements regarding Forward-Looking Information
Certain information in this news release constitutes forward -looking statements under applicable securities law. Any
statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-
looking statements. Forward -looking statements are often identified by terms such as “may”, “should”, “anticipate”,
“expect”, “intend” and similar expressions. Forward -looking statements in this news release include, but are not limited
to, statements relating to the use o f the proceeds of the Offering s, receipt of regulatory approvals with respect to the
Offerings, future development plans, relationships with First Nations and local communities, as well as any other future
plans, objectives or expectations of Northisle. Forward-looking statements necessarily involve known and unknown risks,
including, without limitation, Northisle’s ability to implement its business strategies; risks associated w ith mineral
exploration and production; risks associated with general economic conditions; adverse industry events; stakeholder
Northisle Copper and Gold Inc. | 14th Floor – 1040 West Georgia St. | Vancouver, BC | V6E 4H1
www.northisle.ca | [email protected]
engagement; marketing and transportation costs; loss of markets; volatility of commodity prices; inability to access
sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms;
industry and government regulation; changes in legislation, income tax and regulatory matters; competition; currency and
interest rate fluctuations; and other risks. Readers are cautioned that the foregoing list is not exhaustive.
Readers are further cautioned not to place undue reliance on forward -looking statements as there can be no assurance
that the plans, intentions, or expectations upon which they are placed will occur. Such information, although considered
reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially
from those anticipated. Forward -looking statements contained in this news release are expressly qualified by this
cautionary statement.
The forward-looking statements contained in this news release represent the expectations of management of Northisle
as of the date of this news release, and, accordingly, are subject to change after such date. Northisle does not undertake
any obligation to update or revise any forward -looking statements, whether as a result of new information, future events
or otherwise, except as expressly required by applicable securities law.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts
responsibility for the adequacy or accuracy of this news release.