03:49:49 EST Tue 09 Dec 2025
Enter Symbol
or Name
USA
CA



Northern Shield Resources Inc (2)
Symbol NRN
Shares Issued 129,280,001
Close 2025-12-08 C$ 0.05
Market Cap C$ 6,464,000
Recent Sedar Documents

Northern Shield arranges $1M placement with Labrador

2025-12-08 18:50 ET - News Release

Also News Release (C-LAB) Labrador Gold Corp

Mr. Ian Bliss reports

NORTHERN SHIELD ANNOUNCES NON-BROKERED PRIVATE PLACEMENT OF SUBSCRIPTION RECEIPTS

Northern Shield Resources Inc. has arranged a strategic non-brokered private placement with Labrador Gold Corp. (TSX Venture Exchange: LAB) (LabGold), whereby LabGold will subscribe for 16,666,667 subscription receipts of the company at a price of six cents per subscription receipt for aggregate gross proceeds of $1-million.

"We are very pleased with the proposed investment partnership with Labrador Gold and are also proud that we will be their first investment as an investment issuer. Under the leadership of Mr. Roger Moss, LabGold has a successful track record in Newfoundland and Labrador by implementing a systematic exploration strategy that ultimately led to the buyout of their Kingsway project by NewFound Gold. Roger has recognized that traditional financings for early stage greenfield projects, where the big discoveries are usually made, are disappearing and the proposed transition to a hybrid mining/investment issuer is timely and fits well with Northern Shield's innovative thinking.

"There is continuing, and increasing, interest in the potential for porphyry copper/gold systems in the Avalon terrane in Newfoundland, as exemplified at the Mineral Resources Review Conference in St. John's in November where an update on the Root & Cellar project was well received with the rocks on display attracting much attention. Northern Shield's recent exploration results at the Creston target is an indication that the porphyry potential is significant for the property to host a large, well-preserved, epithermal gold and porphyry copper system. We are glad that this rare opportunity was recognized by Roger and his strong technical team.

"This funding is the cornerstone for the exploration program at Root & Cellar planned for the remainder of 2025 and into 2026, which will include geophysical surveys over the copper target and 5,000-plus metres of drilling split between Creston copper and Conquest gold, and also follow up at the Braxton Bradley zone, located five km northeast of Creston, which hosts gold-silver-tellurium mineralization, where soil sampling was recently completed and where copper-gold-silver mineralized boulders have been found. We look forward to the investment partnership with LabGold which will help us bring the property to the next level," said Ian Bliss, president and chief executive officer, Northern Shield.

The aggregate gross proceeds of the offering (the escrowed funds) will be held in escrow pursuant to the terms of a subscription receipt escrow agreement to be entered into between the company and LabGold, and the release of the escrowed funds will be conditional upon, among others, receipt of LabGold shareholder and regulatory approval with respect to LabGold's change of business.

Each subscription receipt will entitle LabGold to receive, without any further action or any additional consideration, and subject to adjustment, one unit of the company upon satisfaction of the escrow release conditions. Each unit consists of one common share of Northern Shield and one common share purchase warrant. Each warrant entitles the holder to purchase one additional common share at a price of 10 cents per warrant share for a period of 36 months from the escrow release date.

As additional consideration for LabGold in respect of the offering, for as long as LabGold retains at least a 10-per-cent equity interest in the company, LabGold shall have the following rights: (i) a pre-emptive right to participate in future financings of Northern Shield to maintain its equity interest in the company following the issuance of the units to LabGold; and (ii) the right to appoint a technical adviser to help guide exploration activities carried out on the company's properties. The units will be subject to a voluntary lockup agreement prohibiting the trading of the common shares, warrants or warrant shares for a period of four months from the escrow release date.

If the escrow release conditions are not satisfied or waived on or before the date that is 120 days following the closing date of the offering, or if the offering is terminated, the subscription receipts will be cancelled without any further action, and the escrowed funds and any interest earned thereon will be returned to LabGold, less an amount of $20,000 to be paid to Northern Shield as reimbursement for its reasonable expenses in relation to the offering.

Closing of the offering is subject to certain customary conditions, including, without limitation, approval of the TSX Venture Exchange, and all of the securities issued under the offering will be subject to a four-month-and-one-day statutory hold period.

In connection with the offering, the company will use the cash proceeds to continue the diamond drilling program at the company's Root & Cellar project and for general working capital purposes.

About Northern Shield Resources Inc.

Northern Shield Resources is a Canadian-based company known as a leader in generating high-quality exploration targets that views greenfield exploration as an opportunity to find a Tier 1 asset, near surface and at relatively low cost. The company implements a model-driven exploration approach to reduce the risk associated with early stage projects for itself, its shareholders and the environment. This approach led the company to option the Root & Cellar project from a Newfoundland prospector, which discovered the mineralization, and then its advancement to a large gold-silver-tellurium and copper porphyry system.

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