Rocky Shore Gold Announces Non-Brokered Private Placement

Executive Summary

• Rocky Shore Gold Ltd. announced a non‑brokered private placement to raise up to $5,000,000 by selling units at $0.175 per unit.
• Each unit consists of one common share and one warrant exercisable at $0.30 for three years after closing.
• Northfield Capital Corporation, led by President/CEO Robert Cudney, intends to purchase up to 5,714,285 units (≈ $1,000,000).

Key Details

• Offering Size: Up to $5,000,000 gross proceeds.
• Unit Price: $0.175 per unit.
• Unit Composition: 1 common share + 1 warrant.
• Warrant Terms: Exercise price $0.30, exercisable until three years post‑closing, issued on a non‑flow‑through basis.
• Use of Proceeds: General corporate purposes and advancement of the Gold Anchor Project in central Newfoundland.
• Hold Period: Units subject to a four‑month‑plus‑one‑day hold period under Canadian securities law.
• Finder Compensation: Company may pay finder’s fees or issue finder's warrants, compliant with CSE policies.
• Insider Participation: Insiders may participate; related‑party transaction deemed not to exceed 25 % of market cap, allowing exemption from formal valuation and minority‑shareholder approval.
• Northfield Commitment: Up to 5,714,285 units for up to $1,000,000.
• Legal Advisor: Cassels Brock & Blackwell LLP.

Notable Quotes

(No direct quotes were provided in the release.)