/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
OTTAWA, Dec. 9, 2019 /CNW/ - Northern Shield
Resources Inc. ("Northern Shield" or the "Company") (TSXV: NRN) is
pleased to announce that it has closed the first tranche of a
multi-faceted, non-brokered private placement financing of
23,742,594 common shares on a non-flow-through and flow-through
basis for total proceeds of $1,278,796 (the
"Offering").
The initial tranche was comprised of i) 14,575,926 units at
$0.05 per unit for aggregate gross
proceeds of $728,796. Each unit
(a "Unit") consists of one common share in the capital of
the Company (a "Common Share") and one-half of one Common
Share purchase warrant (a "Warrant"). Each whole Warrant is
exercisable for one Common Share at a price of $0.10 per Common Share within 24 months of the
closing of the Offering; and ii) 9,166,668 Common Shares issued on
a flow-through basis within the meaning of the Income Tax
Act (Canada) (each a
"Flow-Through Share") at a price of $0.06 per Flow-Through Share, for aggregate gross
proceeds of $550,000. Proceeds
from the offering will be used for working capital purposes and to
incur eligible exploration expenses at the Shot Rock and Root &
Cellar Properties.
The Offering is subject to final approval of the TSX Venture
Exchange. The Company paid an aggregate of $40,000 in finders fees in connection with this
tranche. The Company anticipates closing a second tranche next
week. Securities issued under the Offering are subject to
restrictions on resale for a period of four months from the date of
closing.
About Northern
Northern Shield Resources
Inc. is a Canadian-based company focused on generating high-quality
exploration programs with experience in many geological terranes.
It is known as a leader in executing grass roots exploration
program for Ni-Cu-PGEs and utilizing expertise and innovation
toward working on other deposit types. Seabourne Resources Inc. is
a wholly-owned subsidiary of Northern Shield focussing on
epithermal gold and related deposits in Atlantic Canada and elsewhere.
None of the securities sold in connection with the
Offering will be registered under the United States Securities Act
of 1933, as amended, and no such securities may be offered or sold
in the United States absent
registration or an applicable exemption from the registration
requirements. This news release shall not constitute an offer to
sell or the solicitation of an offer to buy nor shall there be any
sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
Cautionary Statement Regarding Forward-Looking
Statements
This news release contains forward-looking information which
is subject to a variety of risks and uncertainties and other
factors that could cause actual events or results to differ from
those projected in the forward-looking statements. Forward looking
statements in this press release but are not limited to, statements
with respect to the expectations of management regarding the
proposed Offering, the expectations of management regarding the use
of proceeds of the Offering, closing conditions for the Offering,
the likelihood of closing a second tranche and TSX Venture Exchange
approval of the proposed Offering. These forward-looking statements
are subject to a variety of risks and uncertainties and other
factors that could cause actual events or results to differ
materially from those projected in the forward-looking information.
Risks that could change or prevent these statements from coming to
fruition include the Company may not complete the Offering on terms
favorable to the Company or at all; the TSX Venture Exchange may
not provide final approval of the Offering; the proceeds of the
Offering may not be used as stated in this news release; the funds
raised from the sale of the Flow-Through Shares may not be
renounced in favour of the holders; the Company ma be unable to
satisfy all of the conditions to the closing. The forward-looking
information contained herein is given as of the date hereof and the
Company assumes no responsibility to update or revise such
information to reflect new events or circumstances, except as
required by law.
SOURCE Northern Shield Resources Inc.