Norsemont arranges $10-million debenture unit financing

Executive Summary

• Norsemont Mining Inc. announced a $10 million non-brokered private placement of unsecured convertible debenture units with strategic investors, including a 30% overallotment option.
• The financing includes convertible debentures convertible at $0.86 per share, warrants exercisable at $1.00 per share, and a gold purchase right tied to commercial production.
• Proceeds are designated for general working capital and the advancement of the Choquelimpie gold-silver-copper project, with closing anticipated for December 17, 2025.

Key Details

• Total Financing Amount: $10 million USD.
• Instrument Structure: Non-brokered private placement of unsecured convertible debenture units.
• Overallotment: Up to 30% of the offering amount.
• Debenture Terms:
  • Principal amount: $1,000 USD per debenture.
  • Conversion Price: $0.86 USD per common share.
  • Interest Rate: 5.25% per annum.
  • Maturity: Three years from the closing date.
• Warrant Terms:
  • Quantity: 802 transferable common share purchase warrants per debenture unit.
  • Exercise Price: $1.00 USD per warrant share.
  • Duration: Three years from the closing date.
  • Acceleration: Warrants may be accelerated if the share price closes at $1.75 or greater for 10 consecutive trading days (after 4 months and 1 day post-closing).
• Forced Conversion Clause: If the share price exceeds $3.00 for 10 consecutive trading days (after 4 months and 1 day post-closing), the company may issue a notice to automatically convert all debentures and accrued interest into common shares 10 days after the notice.
• Gold Purchase Right: Upon commercial production, subscribers may purchase gold from the company at a fixed price of $3,000 USD per ounce for one year, up to the subscription amount.
• Closing Date: Anticipated December 17, 2025, subject to a standard five-day notice period required by the Canadian Securities Exchange.
• Lock-up Period: All securities are subject to a restricted period of four months and one day.
• Use of Proceeds: General working capital purposes and mineral exploration/advancement of the Choquelimpie gold-silver-copper project.

Notable Quotes

• "With this proposed financing and upon the closing thereof, we anticipate we will be well positioned to advance next year's drill program and complete our proposed stockpile preliminary economic assessment. Importantly, our long-term European and offshore strategic investors have signalled their intent to continue supporting the company with future capital." — Marc Levy, Chief Executive Officer