Boreal Gold closes $3-million private placement

Executive Summary

• Boreal Gold Inc. closed a non‑brokered private placement raising approximately $3 million in gross proceeds.
• Issued 10,155,000 units at $0.25 per unit and 1,317,800 flow‑through Class A shares at $0.35 per share.
• Proceeds will fund general corporate purposes (units) and exploration of the North Star, Fay Lake, and Melgurd Lake properties (flow‑through shares).

Key Details

• Units issued: 10,155,000 units @ $0.25 each → $2,538,750 gross proceeds.
• Flow‑through shares issued: 1,317,800 Class A shares @ $0.35 each → $461,230 gross proceeds.
• Total gross proceeds: ≈ $3 million.
• Unit composition: 1 Class A share + ½ share purchase warrant; warrants exercisable at $0.35 per share until Feb 12 2028.
• Finder compensation: Cash finder fees paid and 228,000 finder warrants issued (exercisable at $0.25 per share until Feb 12 2028).
• Use of proceeds:
• Units – general corporate purposes.
• Flow‑through shares – exploration and advancement of North Star, Fay Lake, and Melgurd Lake properties.
• Statutory hold period: All securities subject to a hold until June 13 2026 under Canadian securities law.
• Related party transaction: Insiders purchased 420,000 flow‑through shares (~$147,000); exempt from MI 61‑101 valuation/approval thresholds (<25% market cap).
• Early warning disclosure – Northfield Capital Corp.:
• Acquired 2.04 million units for $510,000.
• Pre‑closing ownership: 445,000 Class A shares + 208,500 warrants (≈2.5% of outstanding Class A).
• Post‑closing ownership: 2,485,000 Class A shares + 1,228,500 warrants (≈8.5% of outstanding Class A).
• Regulatory filings: Early warning report filed pursuant to NI 62‑103; material change report to be filed within 21 days of closing.

Notable Quotes

(No direct quotes were provided in the release.)