Northern Shield Closes Private Placement for $2,692,000 and Forms Strategic Partnership with Crescat Capital LLP
Northern Shield Closes Private Placement for
$2,692,000 and Forms Strategic Partnership
with Crescat Capital LLP
/NOT FOR DISTRIBUTION TO
UNITED STATES
NEWSWIRE SERVICES OR FOR
DISSEMINATION IN
THE UNITED STATES
/
OTTAWA, ON
, Aug. 21, 2020 /CNW/ - Northern Shield Resources Inc. ("Northern Shield" or the
"Company") (TSX-V: NRN) is pleased to announce that it has closed a multi-faceted, non-brokered
private placement financing of 17,938,461 units (each a "Unit") for total proceeds of
$2,692,000
(the
"Offering").
The Offering comprises i) 9,938,461 Units at
$0.13
per Unit for aggregate gross proceeds of
$1,292,000
, with each Unit consisting of one common share in the capital of the Company (a
"Common Share") and one-half of one Common Share purchase warrant (a "Warrant"); and, ii)
8,000,000 Units at
$0.175
per Unit for aggregate gross proceeds of
$1,400,000
, with each Unit
consisting of one Common Share and one-half of one Warrant both issued on a flow-through basis
within the meaning of the
Income Tax Act
(
Canada
). Each whole Warrant is exercisable for one
Common Share at a price of
$0.20
per share within 24 months of the closing of the Offering.
Proceeds from the Offering will be used primarily for working capital purposes and to incur eligible
exploration expenses at the Shot Rock and Root & Cellar properties.
Crescat Capital LLP ("Crescat") subscribed for 13,230,769 of the offered Units. Crescat is a global
macro asset management firm headquartered in
Denver, Colorado
. In connection with the acquisition
of Units by Crescat, the Company has granted Crescat, for as long as Crescat and its affiliates hold
at least 3% of the Company's Common Shares (on a non-diluted basis), a right to participate in
future equity financings of the Company so as to maintain Crescat's pro-rata ownership of the
Company.
"We are pleased to welcome Crescat as a significant shareholder of Northern Shield.
Crescat is a US based, long term investor, that brings financial and technical expertise to
Northern Shield as well as exposure to the US market. We feel that Crescat's value driven
equity model fits well with our model-driven approach to exploration. The partnership
allows us to simultaneously tap into the geological expertise of Dr
Quinton Hennigh
and the
financial acumen of Crescat – a rare opportunity. We look forward to working together."
-
Northern Shield President and CEO,
Ian Bliss
Securities issued under the Offering are subject to restrictions on resale for a period of four months
from the date of closing. The Offering is subject to final approval of the TSX Venture Exchange.
About Crescat Capital LLC
Crescat is a global macro asset management firm headquartered in
Denver, Colorado
, which
deploys tactical investment themes based on proprietary value-driven equity and macro models.
Crescat's investment goals are to provide industry leading absolute and risk-adjusted returns over
complete business cycles with low correlation to common benchmarks and they apply their
investment process across a mix of asset classes and strategies. Crescat is taking activist stakes in
the precious metals exploration industry today as one of its key macro themes.
About Northern Shield
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 programs using a model driven approach. Seabourne Resources
Inc. is a wholly-owned subsidiary of Northern Shield focussing on epithermal gold and related
deposits in
Atlantic Canada
.
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.
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, 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
Shares may not be renounced in favour of the holders; 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/August2020/21/c4545.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 15:01e 21-AUG-20