Northern Shield arranges $1.1-million private placement

Executive Summary

• Northern Shield Resources Inc. announced a non-brokered private placement financing with aggregate gross proceeds of $1.1 million.
• The offering consists of two tranches: common share units at $0.05 per unit and flow-through (FT) units at $0.055 per unit, both including warrants.
• Proceeds will be primarily used to continue the diamond drill program at the Root & Cellar property and for general working capital.

Key Details

• Total Gross Proceeds: $1.1 million.
• Tranche 1 (Common Units):
  • Quantity: Up to 7,000,000 units.
  • Price: $0.05 per unit.
  • Composition: One common share and one common share purchase warrant per unit.
  • Warrant Terms: Exercisable for one common share at $0.075 per share within 36 months of closing.
• Tranche 2 (Flow-Through Units):
  • Quantity: Up to 13,636,363 flow-through units.
  • Price: $0.055 per flow-through unit.
  • Composition: One common share issued on a flow-through basis and one-half of one common share purchase warrant per unit.
  • Warrant Terms: Each whole FT warrant is exercisable for one common share at $0.075 per share within 12 months of closing.
• Use of Proceeds: Primarily for the diamond drill program at the Root & Cellar property and general working capital.
• Investor Base: Accredited investors and other exempt parties.
• Finder’s Fees: Up to 6% in cash and up to 6% in warrants or flow-through warrants to registered brokers/dealers for introduced investors.
• Current Status: Company is reviewing lead orders for an aggregate of $1 million, representing 91% of the offering.
• Regulatory/Resale Restrictions:
  • Securities subject to a 4-month-and-a-day hold period from closing.
  • Subject to final approval of the TSX Venture Exchange.
• Closing Date: Anticipated October 28, 2025.

Notable Quotes

• None provided in the text.