Northern Shield Closes First Tranche of Private Placement
Northern Shield Closes First Tranche of
Private Placement
/NOT FOR DISTRIBUTION TO
UNITED STATES
NEWSWIRE SERVICES OR FOR
DISSEMINATION IN
THE UNITED STATES
/
OTTAWA
,
Dec. 24, 2018
/CNW/ - Northern Shield Resources Inc. ("Northern Shield" or the
"Company") (TSXV: NRN) is pleased to announce that it has closed the first tranche of a multi-
faceted, non-brokered private placement financing (the "Offering") of up to 14,000,000 common
shares on a non-flow-through and flow-through basis ("Flow-Through Shares") within the meaning of
the
Income Tax Act
(
Canada
). Flow-Through Shares are being offered at
$0.075
per Flow-Through
Share with respect to the Company's properties located in the Province of
Quebec
("Quebec Flow-
Through Shares") and Flow-Through Shares are being offered at
$0.07
per Flow-Through Share
with respect to the Company's property located in the Province of
Nova Scotia
("Federal Flow-
Through Shares"). The Company is also offering units at
$0.055
per Unit (each a "Unit"). Each Unit
consists of one common share in the capital of the Company (a "Common Share") and one-half of
one Common Share purchase warrant (a "Warrant"). Each whole warrant is exercisable for one
Common Share at a price of
$0.10
per share within 12 months of the closing of the Offering. The
Offering is subject to final approval of the TSX Venture Exchange.
The first tranche consisted of 1,333,333 Quebec Flow-Through Shares issued at
$0.075
for
proceeds of
$100,000
and 1,428,570 Federal Flow-Through Shares issued at
$0.070
for proceeds
of
$99,999.90
. All Common Shares issued as part of the Offering are subject to a statutory hold
period of four months and one day from the date of closing of the Offering. The Company may pay a
6% cash finders fee where applicable to certain registered brokers and dealers.
All proceeds from the sale of the Quebec Flow-Through Shares will be used to incur eligible
Canadian exploration expenses (the "Qualifying Expenditures") at the Company's newly acquired
gold projects in the Gaspesie region of
Quebec
and the proceeds of the sale of all Federal Flow-
Through Shares will be used to incur Qualifying Expenditures at the Company's gold projects in the
Province of
Nova Scotia
, prior to
December 31
, 2019. The Corporation will renounce the Qualifying
Expenditures to subscribers of the Flow-Through Shares for the fiscal year ended
December 31,
2018
.
None of the securities sold in connection with the Offering will be registered under the
United States
Securities Act of 1933
, as amended, and no such securities may be offered or sold in
the United
States
absent registration or an applicable exemption from the 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.
Northern Shield Resources Inc. is a Canadian-based company focused on generating high-quality
exploration programs with experience in many geological terranes. It is known as a leader in
executing grass roots exploration program for Ni-Cu-PGEs and utilizing expertise and innovation
toward working on other deposit types. Seabourne Resources Inc. is a wholly-owned subsidiary of
Northern Shield focussing on epithermal gold and related deposits in
Atlantic Canada
and elsewhere.
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
proposed Offering, the expectations of management regarding the use of proceeds of the Offering,
closing conditions for the Offering, and Exchange approval of the proposed 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 Company may not complete the Offering on terms favorable to the Company or at all; the
Exchange may not approve 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 Shares may not be
renounced in favour of the FT Share holders; the Company ma be unable to satisfy all of the
conditions to the closing. 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/December2018/24/c1665.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 16:05e 24-DEC-18