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Northstar closes First Tranche of $1.6M Private Placement

Nov 8, 2022

Northstar Gold Corp. (CSE: NSG) (OTCQB: NSGCF) ("Northstar" or the "Company")announces the Company has closed the first tranche of its previously announced $1.6 million non-brokered private placement of units ("Units"), for gross proceeds of CDN$905,100.21 (the "Offering").

The first tranche comprised of 5,288,826 flow-through units ("Flow-Through Units") for a total of $449,550.21 and 6,074,000 non-flow-through units totaling $455,550 (the "Non-Flow-Through Units"). The Flow-Through Units were priced at $0.085 and comprised of one flow-through common share and one non-flow-through share purchase warrant. Each full warrant is exercisable for one non-flow-through common at an exercise price of $0.10 for a period of 24 months. The Non-Flow-Through Units were priced at $0.075 and comprised of one common share and one share purchase warrant. Each full purchase warrant is exercisable into common shares at a price of $0.10 for a period of 24 months. 

The Company paid a total of $30,535 in finders fees associated with the Offering and issued 368,295 finder warrants with exercise prices of $0.075 and $0.085 expiring 24 months from the closing date of the Offering. All securities issued under the Offering are subject to a statutory four month hold period from the closing date under applicable Canadian securities laws.

The gross proceeds from the sale of the Flow-Through Shares will be used to incur eligible Canadian Exploration Expenses ("CEE") at the Company's 100%-owned flag-ship Miller Gold Property, situated 18km southeast of Kirkland Lake, Ontario, the Company's adjoining Rosegrove Gold Property and the Milestone Cu-Ni-Co Property. The Company will renounce CEE effective on or before December 31, 2022. The proceeds raised from the Non-Flow-Through component will also be used for exploration work on the Miller Gold Property and general working capital.

The participation of three directors in the Offering constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") and the policies of the CSE. The Company is relying upon the exemptions from the formal valuation and minority shareholder approval requirements pursuant to sections 5.5(b) and 5.7(1)(a), respectively, of MI 61-101 on the basis that, at the time the Offering was agreed to, neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction insofar as it involves interested parties (within the meaning of MI 61-101) in the Offering, exceeds 25% of the Company's market capitalization calculated in accordance with MI 61-101.

Miller Gold Property Exploration Highlights

Since going public by IPO in 2020, Northstar has spent >$4.4 million in exploration at its flagship Miller Gold Property, situated 18 km southeast of Kirkland Lake, resulting in the expansion / discovery of a series of broad, shallow dipping sheeted quartz-gold-telluride vein structures in the Allied Syenite (Allied Gold Zone) and Planet Syenite with numerous 70 - 770 gold gram/metre drill hole intercepts. Recent exploration highlights include:

  • Completed a 2-phase, 22-hole, 4,485 metre drill program at the Miller Gold Property in 2021.

  • Exploration more than doubled the surface area of the near-surface Allied Gold Zone, which now measures 
    >350 metres X 200 metres and remains open along strike to the northwest, south and southeast. 

  • Several narrow, high-grade gold-telluride and broader, 70-770 gold gram/metre drill intercepts obtained from Allied Gold Zone expansion drilling. 

  • 2021 Allied Gold Zone drill results include 117 metres averaging 6.6 g/t Au (MG21-56), 65.9 metres averaging 0.91 g/t Au (MG21-63), 81.5 metres averaging 0.87 g/t Au (MG21-64) and 50.6 metres averaging 4.4 g/t Au (MG21-70). New discoveries of high angle Cu-Au mineralization representing possible feeder zones include 6.4 metres averaging 4.71 g/t Au and 0.51% Cu (CG1 Zone - MG21-64) and 3.0 metres averaging 9.41 g/t Au and 1.03% Cu (CG2 Zone - MG21-65).

  • Completion of an extensive surface stripping, mapping and sampling program at Miller in 2021 where 
    529 channel and 46 grab samples were collected from 8 stripped areas. The best overall results were obtained in Areas C1 and C2 (14.79 g/t Au over 7.0 metres1.17 g/t Au over 14.0 metres) extending the Allied Gold Zone a further 130 metres to the east and southeast. 

  • Previous Northstar drilling has also yielded long intercepts (50 metres to 150 metres) of near surface, lower grade (0.5 to 1.5 g/t) gold mineralization at two additional and nearby Syenite intrusions, with a 100-metre wide stockwork zone in the Meilleur Syenite yielding 2.13 g/t Au over 13.05 metres and a 147.2 metre intersection averaging 0.60 g/t Au at the Planet Syenite.

As a precursor to a Mineral Resource Estimate and for reporting purposes, on July 26, 2022, Northstar released results of an Exploration Target Study conducted by Ronacher McKenzie Geoscience Inc. and SRK Consulting (Canada) on the Allied Gold Zone and No. 1 Vein. Results, reported below, provide the Company and investors a range of current conceptual tonnage and gold grades at the Miller Gold Property and basis for continued expansion drilling and mineral resource development

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