Silver North arranges $5-million private placement

Executive Summary

• Silver North Resources Ltd. has entered into an agreement with Red Cloud Securities Inc. to act as sole agent for a best-efforts private placement with aggregate gross proceeds of up to C$5.0 million.
• The offering consists of up to 5 million regular units at 40 cents per unit and up to 5,357,143 charity flow-through units at 56 cents per unit, with an over-allotment option for an additional $1 million.
• Proceeds are designated for exploration on the Haldane and Veronica properties in Yukon, as well as working capital and general corporate purposes.

Key Details

• Transaction Structure: Best-efforts private placement via Red Cloud Securities Inc.
• Regular Units: Up to 5,000,000 units at a price of $0.40 per unit.
• Charity Flow-Through Units: Up to 5,357,143 units at a price of $0.56 per unit.
• Over-Allotment Option: Red Cloud has an option to sell up to an additional $1,000,000 in any combination of units and charity flow-through units, exercisable up to 48 hours prior to closing.
• Unit Composition:
  • Regular Units: One common share + 1/2 common share purchase warrant.
  • Charity Flow-Through Units: One common share (flow-through share under Subsection 66(15) of the Income Tax Act (Canada)) + 1/2 common share purchase warrant.
• Warrant Terms: Each whole warrant entitles the holder to purchase one common share at an exercise price of $0.56. Warrants are exercisable from the 60th day following the closing date until 36 months after the closing date.
• Use of Proceeds:
  • General: Exploration and related programs on Haldane and Veronica properties in Yukon, working capital, and general corporate purposes.
  • Flow-Through Specific: To incur eligible Canadian exploration expenses (flow-through mining expenditures) related to the Haldane and GDR projects on or before December 31, 2027.
• Renunciation Terms: All qualifying expenditures will be renounced in favor of subscribers of charity flow-through units effective December 31, 2026. The company indemnifies subscribers against additional taxes if the Canada Revenue Agency reduces qualifying expenditures.
• Regulatory Exemptions: Offered pursuant to the Listed Issuer Financing Exemption under National Instrument 45-106 (Part 5A) for residents of Alberta, British Columbia, Manitoba, Ontario, and Saskatchewan. Also offered in the US via private placement exemptions under the Securities Act of 1933.
• Closing Date: Expected on or about February 5, 2026, subject to conditions including TSX Venture Exchange approval.
• Listing: TSX Venture Exchange (SNAG), OTCQB (TARSF), Frankfurt Stock Exchange (I90).

Notable Quotes

• No direct quotes from management were included in the provided text.