Northern Lights Announces Closing of NSR Royalty Transaction and Proposed Shares for Debt Settlement
Northern Lights Announces Closing of NSR Royalty Transaction
and Proposed Shares for Debt Settlement
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES
Vancouver, BC – April 9, 2026 – Northern Lights Resources Corp. (CSE: NLR) (OTC:
NLRCF)(FSE: 0ZH0)(“Northern Lights” or the “Company”) is pleased to announce that it has
completed the previously announced sale of the Company’s 1% Net Smelter Return (“NSR”)
royalty on the Medicine Springs Project (the “Project”), located in Elko County, Nevada, USA,
for total cash consideration of US$2,200,000 (the “Transaction”) to an indirect wholly owned
subsidiary of Torex Gold Resources Inc. (“Torex”).
The Company would also like to announce a proposed debt settlement pursuant to which the
Company intends to issue up to 1,630,000 common shares in the capital of the Company (the
“Settlement Shares”) at a deemed price of $0. 12 per Settlement Share to settle an aggregate of
CAD$195,600 in outstanding indebtedness owing to certain creditors of the Company (the “Debt
Settlement”), including officers and consultants.
The Settlement Shares will be issued in accordance with the policies of the Canadian Securities
Exchange (the “CSE”). All Settlement Shares issued pursuant to the Debt Settlement will be
subject to a statutory hold period of four months and one day from the date of issuance, in
accordance with applicable securities laws. Completion of the Debt Settlement remains subject to
certain conditions, including receipt of all necessary regulatory approvals, including approval of
the CSE.
Luka Capin, Chief Executive Officer of Northern Lights, stated: “The successful closing of the
Medicine Springs royalty transaction marks a significant milestone for Northern Lights. This non-
dilutive capital strengthens our balance sheet while allowing us to streamline the portfolio and
focus on our highest-impact exploration assets in Canada. In parallel, the completion of the debt
settlement further enhances our financial position by reducing liabilities and aligning stakeholders
with the long-term success of the Company. We are now well-positioned to advance our Pup and
Horetzky projects and deliver meaningful value for shareholders.”
Certain creditors participating in the Debt Settlement include insiders of the Company representing
CAD$21,600 of the indebtedness . The participation of such insiders will constitute a “related
party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority
Security Holders in Special Transactions (“MI 61 -101”). The Company intends to rely on
exemptions from the formal valuation and minority shareholder approval requirements pursuant
to sections 5.5(a) and 5.7(1)(a) of MI 61- 101, as neither the fair market value of the Settlement
Shares to be issued to insiders nor the consideration paid exceeds 25% of the Company’s market
capitalization. No new control person is expected to be created as a result of the Debt Settlement.
The Debt Settlement is expected to close no earlier than five business days from the date of this
news release and remains subject to CSE acceptance.
In connection with the Transaction, the Company has agreed to a 5% finder's fee in cash, subject
to CSE acceptance.
For Further Information
Luka Capin, Chief Executive Officer
Email: [email protected]
Tel: +1 647 625 8669
About Northern Lights Resources Corp.
Northern Lights Resources Corp is a growth- oriented exploration and development company
advancing three key projects: the Horetzky Copper Project, located in the Babine Porphyry belt of
central British Columbia, the Pup Copper Project in the Yukon and the 100% owned, Secret Pass
Gold Project located in Arizona.
Northern Lights trades under the ticker of “NLR” on the CSE, “NLRCF” on the OTC, and “0ZH0”
on the FSE . This and other Northern Lights Resources news releases can be viewed at
www.sedarplus.ca and www.northernlightsresources.com.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION:
This news release contains forward -looking statements and forward- looking information within
the meaning of applicable Canadian securities laws (collectively, “forward- looking statements”).
Forward-looking statements include, but are not limited to , the Company’s future exploration
activities and corporate plans. Forward-looking statements are generally identified by words such
as “anticipates”, “expects”, “intends”, “plans”, “believes”, or similar expressions, or statements
that certain actions, even ts or results “may”, “could”, “would”, or “will” occur or be
achieved. Forward-looking statements are based on the opinions and estimates of management as
of the date of this news release and are subject to known and unknown risks, uncertainties and
other factors that may cause actual results or events to differ materially from those anticipated in
such forward-looking statements. These risks and uncertainties include, but are not limited to, risks
related to exploration activities, changes in market conditions, and other risks described in the
Company’s public disclosure filings available on SEDAR+. Readers are cautioned not to place
undue reliance on forward- looking statements. The Company does not undertake any obligation
to update or revise any forward- looking statements except as required by applicable securities
laws.