Northern Shield Announces Private Placement
Northern Shield Announces Private Placement
/NOT FOR DISTRIBUTION TO
UNITED STATES
NEWSWIRE SERVICES OR FOR
DISSEMINATION IN
THE UNITED STATES
/
OTTAWA, ON
,
Oct. 21, 2025
/CNW/ - Northern Shield Resources Inc. ("
Northern Shield
" or the
"
Company
") (TSXV: NRN) is pleased to announce that it intends to undertake a non-brokered
private placement financing for aggregate gross proceeds of
$1,100,000
(the "
Offering
").
The Offering will be comprised of: i) up to 7,000,000 common shares units ("Units") at
$0.05
per Unit
with each Unit consisting of one common share in the capital of the Company (a
"
Common Share
")
and one Common Share purchase warrant (a "
Warrant
"); and ii) up to 13,636,363 flow-through units
("
Flow-Through Units
") at a price of
$0.055
per Flow-Through Unit with each Flow-Through Unit
consisting of one Common Share issued on a flow-through basis within the meaning of the
Income
Tax Act
(
Canada
) and one-half of one Common Share purchase warrant (a "
FT Warrant
"). Each
whole FT Warrant is exercisable for one Common Share at a price of
$0.075
per share within 12
months of closing and each Warrant is exercisable for one Common Share at a price of
$0.075
per
share within 36 months of closing.
Proceeds from the Offering will be used primarily to continue the diamond drill program at the
Company's Root & Cellar Property and for general working capital purposes.
The Units and Flow-Through Units will be sold to "accredited investors" and other exempt parties
pursuant to exemptions from prospectus requirements under Canadian securities laws, and the
Company has been authorized to pay up to 6% cash finders fees and up to 6% Warrants or Flow-
Through Warrants (as the case may be) to certain registered brokers and dealers in respect of
investors introduced to the Company who purchase securities. The Company is currently reviewing
lead orders for an aggregate of
$1,000,000
, representing 91 % of the offering, subject to applicable
regulatory and other TSX venture Exchange requirements.
Securities issued under the Offering are subject to restrictions on resale for a period of four months
and a day from the date of closing. The Offering is subject to final approval of the TSX Venture
Exchange. The Company anticipates closing on
October 28, 2025
None of the securities sold in connection with the Offering have or will be registered under
the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any
applicable state securities laws and may not be offered or sold to, or for the account or
benefit of, persons in
the United States
or "U.S. persons," as such term is defined in
Regulation S promulgated under the U.S. Securities Act, absent registration or an exemption
from such registration requirements. This news release shall not constitute an offer to sell or
the solicitation of an offer to buy, nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation, or sale would be unlawful.
About Northern Shield Resources
Northern Shield Resources Inc. is a Canadian-based company known as a leader in generating high-
quality exploration targets that views greenfield exploration as an opportunity to find a Tier 1 asset,
near surface, and at relatively low cost. We implement a model driven exploration approach to
reduce the risk associated with early-stage projects for ourselves, our shareholders, and the
environment. This approach led us to option the Root & Cellar Property from a
Newfoundland
prospector, who discovered the mineralization, and then its advancement to a large gold-silver-
tellurium and copper porphyry system.
Neither 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.
Cautionary Statement Regarding Forward-Looking Statements
This news release contains forward-looking information which is subject to a variety of risks and
uncertainties and other factors that could cause actual events or results to differ from those
projected in the forward-looking statements. Forward looking statements in this press release but
are not limited to, statements with respect to the expectations of management regarding the
Offering, the expectations of management regarding the use of proceeds of the Offering and the
participations of insiders, closing conditions for the Offering, and TSX Venture Exchange final
approval of the Offering. These forward-looking statements are subject to a variety of risks and
uncertainties and other factors that could cause actual events or results to differ materially from
those projected in the forward-looking information. Risks that could change or prevent these
statements from coming to fruition include the TSX Venture Exchange may not provide final approval
of the Offering; the proceeds of the Offering may not be used as stated in this news release; the
funds raised from the sale of the Flow-Through Units may not be renounced in favour of the holders;
and the Company may be unable to satisfy all of the conditions to the closing required by the TSX
Venture Exchange. The forward-looking information contained herein is given as of the date hereof
and the Company assumes no responsibility to update or revise such information to reflect new
events or circumstances, except as required by law.
SOURCE
Northern Shield Resources Inc.
View original content:
http://www.newswire.ca/en/releases/archive/October2025/21/c9526.html
%SEDAR: 00007505E
For further information:
Northern Shield Resources Inc., Ian Bliss, President and CEO, Tel.: (613)
232-0459, Fax: (613) 232-0760, [email protected]
CO: Northern Shield Resources Inc.
CNW 16:45e 21-OCT-25