Northern Lights Raises Up to US$2,000,000 to Expand Exploration at Secret Pass
Northern Lights Raises Up To US$2 Million to Expand
Exploration at Secret Pass
Vancouver, British Columbia . May 28, 2021, Northern Lights Resources Corp.
(“Northern Lights” or the “Company”) (CSE: NLR, OTC: NLRCF) is pleased to announce
that it has entered into a financing agreement (the “ Agreement”) with Precious Metals
Capital Group, LLC (“Investor”), a U.S.-based institutional investor, in connection with an
issuance by the Company of unsecured zero -coupon non-redeemable convertible
securities (each, a “ Convertible Security”) to raise aggregate gross proceeds of up to
US$2,000,000 (approximately C$2,425,760) (the “Transaction”).
Northern Lights, CEO, Jason Bahnsen commented “ We are extremely pleased to
complete this funding agreement with Precious Metals Capital Group. This transaction
represents the first funding of a Canadian based company by Pre cious Metals Capital
Group and provides Northern Lights with funding to expand the Company’s current 2021
exploration program at our 100% owned Secret Pass Gold Project in Arizona. Concurrent
with exploration at Secret Pass, NLR will soon be announcing the upcoming exploration
program at our Medicine Springs silver project in Nevada where Northern Lights is
exploring in joint venture with Reyna Silver Corp.”
At the initial closing of the Transaction, the Investor will (subject to satisfaction of certain
conditions) purchase a Convertible Security from the Company with a principal amount
of US$890,000 for a purchase price of US$800,000. The initial closing is expected to
occur in the next week. Additional convertible securities having an aggregate principal
amount of US$1,200,000 may be purchased by the Investor from the Company with its
consent by the first anniversary of the initial closing.
Each Convertible Security will have a term of 24 months, a zero coupon or interest rate,
and a mandatory 100% conversion and subject to the satisfaction of certain conditions be
convertible into common shares of the Company (the “Shares”), in whole or in part, at the
option of the Investor, at a fixed conversion price of C$0.06 per share (the “ Conversion
Price”).
In the event that the prevailing Share price, as determined below, at the time a conversion
is greater than the Conversion Price, the Company may elect to reduce the numbe r of
Shares issuable in that conversion by utilising the prevailing (and more beneficial to the
Company) Share price as the conversion price instead of the Conversion Price. The
“prevailing Share price” will be determined by the Investor as 85% of the aver age of five
daily volume -weighted average prices of the Shares on the CSE during the 20
consecutive trading days immediately prior to the date of the notice of conversion,
rounded down to one tenth of a cent if the prevailing Share price is less than 20 cents, or
half a cent if the prevailing Share price is greater than 20 cents.
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Alternatively, in the event that the prevailing Share price is less than the Conversion Price,
the conversion will occur at the Conversion Price, and the Company will pay the Investor
an amount equal to the value of Shares foregone as a result of the conversion price being
the Conversion Price rather than the prevailing Share price. The Company may elect to
make this payment in Shares in lieu of cash, in its sole discretion. The Company will have
a cash repayment right in relation to any conversion so that, instead of issuing conversion
shares, the Company may, at its option, make a payment to the Investor equal to the
number of Shares that would have otherwise been issued in the conversion multiplied by
the greater of the Conversion Price, the prevailing Share price, and the market value of
the Shares at that time.
The Investor has agreed to certain, substantial, limitations on its ability to dispose of the
Shares following a conversion of the Convertible Securities. The Investor is also
contractually precluded from shorting the Shares.
The Company will make an initial issuance of 1.8 million conversion Shares to the Investor
at the time of the initial closing, towards the ultimate number of Shares to be issued in the
conversion of the Convertible Securities. Alternatively, in lieu of applying these Shares
towards the aggregate number of the conversion Shares to be issued by the Company,
the Investor may make a further payment t o the Company equal to the value of these
Shares determined using the prevailing Share price, as determined above, at the time of
the payment.
The Company will issue 3,122,743 Shares to the Investor in satisfaction of a fee. In
addition, the Company will issue 2.8 million warrants with an exercise period of 48 months
from the date of issue (the “Warrants”) to the Investor entitling the Investor (or any
subsequent holder of the Warrants) to subscribe for one Share per Warrant at the
exercise price equal to C$0.068509.
Proceeds from the Transaction will be used for funding exploration activities on the
Company’s projects and for general working capital purposes.
For further information, please contact:
Albert Timcke, Executive Chairman and President
Email: [email protected]
Tel: +1 604 608 6163
Jason Bahnsen, Chief Executive Officer
Email: [email protected]
Tel: +1 604 608 6163
Shawn Balaghi, Investor Relations
Email: [email protected]
Tel: +1 604 773 0242
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About Northern Lights Resources Corp.
Northern Lights Resources Corp is a growth -oriented exploration and development
company that is advancing two projects: The 100% owned, Secret Pass Gold Project
located in Arizona; and the Medicine Springs silver -zinc-lead Project located in Elko
County Ne vada where Northern Lights, in joint venture with Reyna Silver are earning
100% ownership.
Northern Lights Resources trades under the ticker of “NLR” on the CSE. This and other
Northern Lights Resources news releases can be viewed at www.sedar.com and
www.northernlightsresources.com.
CAUTIONARY STATEMENT REGARDING FORWARD -LOOKING INFORMATION : This news release
includes certain “forward -looking statements” under ap plicable Canadian securities legislation. Forward -
looking statements include, but are not limited to, statements with respect to: the terms and conditions of
the proposed private placement; use of funds; the business and operations of the Company after th e
proposed closing of the Offering. Forward -looking statements are necessarily based upon a number of
estimates and assumptions that, while considered reasonable, are subject to known and unknown risks,
uncertainties, and other factors which may cause the actual results and future events to differ materially
from those expressed or implied by such forward -looking statements. Such factors include, but are not
limited to: general business, economic, competitive, political and social uncertainties; delay or f ailure to
receive board, shareholder or regulatory approvals; and the uncertainties surrounding the mineral
exploration industry. There can be no assurance that such statements will prove to be accurate, as actual
results and future events could differ ma terially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on forward looking statements. The Company disclaims any
intention or obligation to update or revise any forward -looking statements, whether as a resu lt of new
information, future events or otherwise, except as required by law.