Northstar Closes 1st Tranche of Private Placement, Advances Cam Copper Surgical Mining Project

Executive Summary

• Northstar Gold Corp. closed Tranche 1 of its non‑brokered private placement, raising a total of $855,700 from the issuance of flow‑through units, non‑flow‑through units, and royalty units.
• Proceeds are earmarked for the Cam Copper Zone 2 Surgical Mining pilot, including diamond drilling, metallurgical test work, NI 43‑101 technical report preparation, permitting, engineering, mine‑planning, surface preparation, and working capital.
• The financing includes a novel “non‑dilutive” royalty structure that offers investors up to 4× return on principal with quarterly cash‑flow distributions from the Cam Copper Project, and provides Northstar with a low‑upfront capital requirement (~US $1.5 M) for the pilot program.

Key Details

• Units Issued – Flow‑Through: 7,345,000 units @ $0.06 each → $440,700 gross proceeds.

• Each unit = 1 flow‑through common share + 1 warrant (exercisable into a non‑flow‑through share at $0.08 for 24 months).

• Units Issued – Non‑Flow Through: 3,300,000 units @ $0.05 each → $165,000 gross proceeds.

• Each unit = 1 common share + 1 warrant (exercisable into a common share at $0.05 for 24 months).

• Royalty Units: 10 units @ $25,000 each → $250,000 gross proceeds.

• Each Royalty Unit includes 300,000 warrants @ $0.05 (3‑year term) and a royalty interest in Cam Copper free cash flow.
• Investors receive 50 % of project free cash flow quarterly until they achieve up to 4× the accrued principal (principal + accrued interest).

• Royalty Units accrue interest at 10 % per annum (max 3 years) and may be converted to common shares at C$0.08 prior to commercial production.

• Total Tranche 1 Proceeds: $855,700.

• Use of Proceeds Allocation:

• Zone 2 diamond drill program – start mid‑December 2025.
• Metallurgical test work on Cam Copper Zone 2 material.
• Commissioning of NI 43‑101‑compliant Technical Report and Mineral Resource Estimate.
• Permitting, detailed engineering, and mine‑planning for the Zone 2 Surgical Mining™ program.

• Surface‑site preparation, mobilization, and working capital.

• Project Scope – Cam Copper Zone 2 Surgical Mining Pilot:

• Target extraction of ≈116,000 t of high‑grade copper over ~31 months using Novamera’s precision large‑diameter drilling system with real‑time downhole imaging.
• Expected average grade ~12 % Cu (range 9–18 %).

• Low‑impact approach designed to reduce CAPEX, accelerate cash flow, and minimize surface disturbance.

• Strategic Partnerships:

• Turnkey Surgical Mining Services Agreement with Novamera Inc. (executed Oct 9 2025).

• Master Project Agreement with DIGITAL – Canada’s Global Innovation Cluster, Novamera Inc., and Micon International Ltd. for partial project funding and digital‑technology support.

• Revenue Share: Novamera will earn a 5 % revenue share from the Cam Copper Project.

• Future Financing: Company expects to close a second tranche shortly; additional orders are already on hand.

Notable Quotes

“First tranche proceeds provides for an immediate Zone 2 infill diamond drill program, metallurgical test work, NI43‑101 Resource Estimate and Technical Report preparation and mine permitting.” – Brian P. Fowler, President, CEO & Director, Northstar Gold Corp.

All forward‑looking statements are subject to risks and uncertainties detailed in the release.