Boreal Gold arranges $3-million private placement

Executive Summary

• Boreal Gold Inc. announced a non-brokered private placement to raise up to $3 million in aggregate gross proceeds through the sale of units and flow-through shares.
• The offering consists of units priced at $0.25 per unit and Class A flow-through shares priced at $0.35 per share, with proceeds designated for general corporate purposes and specific property exploration.
• Insiders, including Northfield Capital Corp. and CEO Robert Cudney, intend to participate in the offering, acquiring up to 2.4 million units for up to $600,000.

Key Details

• Gross Proceeds: Up to $3,000,000
• Pricing: Units at $0.25 per unit; Class A flow-through shares at $0.35 per share
• Unit Composition: Each unit comprises one Class A share and one-half of one share purchase warrant
• Warrant Terms: Each warrant entitles the holder to acquire one Class A share at an exercise price of $0.35, exercisable for two years following the closing date on a non-flow-through basis
• Use of Proceeds (Units): General corporate purposes
• Use of Proceeds (Flow-Through Shares): Exploration and advancement of the North Star, Fay Lake, and Melgurd Lake properties
• Hold Period: Four months and one day from the date of issuance in accordance with applicable Canadian securities laws
• Insider Participation: Northfield Capital Corp. and CEO Robert Cudney intend to acquire up to 2.4 million units for a purchase price of up to $600,000
• Related Party Transaction: Insider participation constitutes a related party transaction; expected fair market value of consideration will not exceed 25% of market capitalization, relying on exemptions from formal valuation and minority shareholder approval requirements
• Finders: Company may pay finders' fees and/or issue finder warrants to eligible finders, subject to CSE and applicable securities legislation compliance
• Legal Adviser: Cassels Brock & Blackwell LLP acting as legal adviser to Boreal Gold
• Company Focus: Canadian junior mineral exploration company with a portfolio of base and precious metal prospects in northwestern Manitoba and northeastern Saskatchewan, Canada. All properties are currently at the exploration stage.