Juno Announces $18 Million Fully Allocated Non-Brokered Private Placement with Participation from Northfield Capital and Strategic Investor

Executive Summary

• Northfield Capital and Juno Corp. announced a fully‑allocated, non‑brokered private placement (“Juno Offering”) to raise $18 million in aggregate gross proceeds.
• The offering consists of three classes of shares: HD Juno Shares at C$4.00, Flow‑Through (FT) Juno Shares at C$4.50, and Premium FT Juno Shares at C$5.60 per share.
• Proceeds will fund Juno’s operational expenditures, general corporate purposes, and flow‑through eligible exploration expenses in Canada before 2026; Northfield will purchase 875,000 HD Juno Shares to maintain its ~24 % ownership.

Key Details

• Total Gross Proceeds: $18 million (combined from all share classes).
• Share Classes & Pricing:
• HD Juno Shares – non‑flow‑through, C$4.00 per share.
• FT Juno Shares – flow‑through shares, C$4.50 per share.
• Premium FT Juno Shares – flow‑through with premium, C$5.60 per share.
• Use of Proceeds:
• HD Juno Share proceeds → operational expenditures & general corporate purposes.
• FT and Premium FT Juno Share proceeds (the “Commitment Amount”) → to be spent before 2026 on Canadian exploration expenses that qualify as flow‑through critical mineral mining expenditures and eligible Ontario exploration expenditures; these amounts will be renounced to the premium shareholders by Dec 31 2025.
• Northfield Participation:
• Intends to acquire 875,000 HD Juno Shares (maintaining its ~24 % stake).
• Transaction qualifies as a Non‑Arm’s Length / related‑party transaction but is exempt from formal valuation/minority approval because the fair market value is <25 % of Northfield’s market cap.
• Strategic Investor Participation: Expected to acquire up to 2,500,000 additional common shares.
• Offering Structure: Private placement in all Canadian provinces/territories; HD Juno Shares also offered privately in the U.S. under applicable exemptions and internationally where permissible.
• Holding Period: Securities subject to an indefinite statutory hold period per Canadian securities law; no public market currently exists for resale.
• Legal Advisor: Cassels Brock & Blackwell LLP (legal counsel to Juno).

Notable Quotes

(No direct quotes were provided in the release.)