VANCOUVER, BC / ACCESSWIRE / May 28, 2021 / Northern Lights Resources Corp. (“Northern Lights” or the “Company”) (CSE: NLR) (OTCQB: NLRCF) is pleased to announce that it has entered into a financing agreement (the “Agreement”) with Precious Metals Capital Group, LLC (“Investor”). ), a U.S.-based institutional investor, in connection with the company’s issuance of unsecured zero-coupon non-redeemable convertible securities (each, ‘) to increase gross aggregate income by up to $ 2,000,000 US (approximately C $ 2,425,760) (the “transaction”).
Northern Lights CEO Jason Bahnsen commented: “We are very pleased to complete this financing agreement with Precious Metals Capital Group. This transaction represents the first financing of a Canadian company by Precious Metals Capital Group and provides Northern Lights funding to expand the company’s current 2021 exploration program to our 100% Secret Pass Gold Project in Arizona.Parallel to the Secret Pass exploration, NLR will soon announce the next exploration program for our Secret Pass Gold Project. Silver Springs in Nevada, where Northern Lights is exploring in joint venture with Reyna Silver Corp. ‘
At the initial close of the transaction, the investor (subject to the satisfaction of certain conditions) will purchase from the company a convertible security with a principal amount of US $ 890,000 for a purchase price of US $ 800,000. The initial closing is expected to take place next week. Additional convertible investors with a total amount of US $ 1,200,000 can be acquired by the investor in the company with their consent on the first anniversary of the initial closing.
Each convertible security will have a term of 24 months, a coupon or a zero interest rate, and a mandatory conversion of 100% and, subject to the satisfaction of certain conditions, may be converted into ordinary shares of the company (the “shares “), in whole or in part, at the option of the investor, at a fixed conversion price of C $ 0.06 per share (the” conversion price “).
In the event that the current share price, as determined below, at the time a conversion exceeds the conversion price, the Company may choose to reduce the number of Shares issued in that conversion by use of current shares (and more beneficial to the company)) Share price as conversion price rather than conversion price. The investor will determine the “dominant share price” as 85% of the average of five daily weighted average share prices of the shares in the CSE during the 20 consecutive trading days immediately preceding the date of the notice. of conversion, rounded to one tenth of a cent if the price of the dominant share is less than 20 cents, or half a cent if the price of the dominant stock is more than 20 cents.
Alternatively, in the event that the prevailing share price is lower than the conversion price, the conversion will occur at the conversion price and the company will pay the investor an amount equal to the value of the shares lost as a result of the conversion price. conversion. the conversion price instead of the current share price. The Company may choose to make this payment in Shares instead of cash, at its sole discretion. The Company will have a right of return of cash in relation to any conversion, so that, instead of issuing conversion shares, the Company may, at its discretion, make a payment to the investor equal to the number of Shares that would otherwise have been issued at conversion multiplied by the higher of the conversion price, the current share price, and the market value of the shares at that time.
The investor has accepted certain substantial limitations on its ability to dispose of the Shares following a conversion of the Convertible Securities. The investor is also contractually prohibited from reducing the shares.
The Company will make an initial issue of 1.8 million Conversion Shares to the investor at the time of the initial closing, towards the final number of Shares to be issued in the conversion of the convertible securities. Alternatively, instead of applying these Shares to the aggregate number of Conversion Shares to be issued by the Company, the investor may make another payment to the Company equal to the value of these Shares determined by the price of the Share. Current action, as determined above, at the time of payment.
The company will issue 3,122,743 shares to the investor in satisfaction of a commission. In addition, the company will issue 2.8 million warrants with an exercise period of 48 months from the date of issue (the “warrants”) to the investor authorized by the investor (or any subsequent holder of the warrants) to subscribe for a security action at the exercise price equal to C $ 0.068509.
The profits from the transaction will be used to fund exploration activities for the company’s projects and for general purposes of working capital.
For more information, contact:
Albert Timcke, CEO and President
Tel: +1 604 608 6163
Jason Bahnsen, CEO
Tel: +1 604 608 6163
Shawn Balaghi, Investor Relations
Tel: +1 604 773 0242
About Northern Lights Resources Corp.
Northern Lights Resources Corp. is a growth-oriented exploration and development company advancing two projects: the 100% owned, Secret Pass Gold Project, located in Arizona; and the Medicine Springs Silver-zinc-lead project located in Elko County, Nevada, where Northern Lights, in joint venture with Reyna Silver, acquires 100% of the property.
Northern Lights Resources is listed under the “NLR” marker on the CSE. This and other Northern Lights Resources press releases are available at www.sedar.com and www.northernlightsresources.com.
VISUAL INFORMATION CAUTION STATEMENT: This release includes some “forward-looking statements” under applicable Canadian securities laws. Forward-looking statements include, but are not limited to, statements regarding: the terms and conditions of the proposed private location; use of funds; the business and operations of the company after the proposed closure of the Offer. Forward-looking statements are necessarily based on a series of estimates and assumptions that, while considered reasonable, are subject to risks, uncertainties and other known and unknown factors that may cause actual results and future events to differ materially from those expressed. or implicit. for these forward-looking statements. These factors include, but are not limited to, general: business, economic, competitive, political, and social uncertainties; delays or fails to receive approvals from the board, shareholders or regulations; and the uncertainties surrounding the mineral exploration industry. These statements cannot be guaranteed to be accurate, as actual results and future events may differ materially from those anticipated in these statements. Consequently, readers should not overly rely on forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or anything other than as required by law.
SOURCE: Northern Lights Resources Corp.
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