Mr. Jason Weber reports
SILVER NORTH ANNOUNCES CLOSING OF BROKERED LIFE PRIVATE PLACEMENT FOR GROSS PROCEEDS OF C$11.6 MILLION
Silver North Resources Ltd. has closed its previously announced brokered private placement for aggregate gross proceeds of $11,576,985, which includes the exercise in full of the agent's option. Pursuant to the offering, the company sold 4,982,461 units of the company at a price of 40 cents per unit and 17,114,286 flow-through (FT) units of the company that were sold to charitable purchasers at a price of 56 cents per charity FT unit.
Each unit consists of one common share of the company and one-half of one common share purchase warrant. Each charity FT unit consists of one common share of the company to be issued as a flow-through share within the meaning of Subsection 66(15) of the Income Tax Act (Canada) and one-half of one warrant. Each whole warrant entitles the holder to purchase one common share of the company at a price of 56 cents at any time after April 10, 2026, to Feb. 10, 2029.
Red Cloud Securities Inc. acted as sole agent and bookrunner in connection with the offering. As consideration for their services, Red Cloud received aggregate cash fees of $810,388.92 and 1,546,772 non-transferable common share purchase warrants. Each broker warrant is exercisable to acquire one common share of the company at the unit price at any time on or before Feb. 10, 2029.
The company intends to use the gross proceeds from the offering for exploration and related programs on the company's Haldane and Veronica properties in Yukon, as well as for working capital and general corporate purposes, as is more fully described in the amended offering document (as herein defined).
The gross proceeds from the sale of charity FT units will be used by the company to incur eligible Canadian exploration expenses that qualify as flow-through mining expenditures as both terms are defined in the Income Tax Act (Canada) related to the company's Haldane and GDR projects on or before Dec. 31, 2027. All qualifying expenditures will be renounced in favour of the subscribers of the charity FT units effective Dec. 31, 2026. If the qualifying expenditures are reduced by the Canada Revenue Agency, the company will indemnify each charity FT unit subscriber for any additional taxes payable by such subscriber as a result of the company's failure to renounce the qualifying expenditures as agreed.
In accordance with National Instrument 45-106, Prospectus Exemptions, 15,696,747 offered securities were issued to Canadian purchasers pursuant to the listed issuer financing exemption (LIFE) under Part 5A of NI 45-106, as amended by Coordinated Blanket Order 45-935, Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. The securities issuable from the sale of the LIFE securities to Canadian purchasers are immediately freely tradeable in accordance with applicable Canadian securities legislation. Six million four hundred thousand charity FT units were issued pursuant to available exemptions from the prospectus requirement under NI 45-106, other than the listed issuer financing exemption. The securities issuable from charity FT units issued pursuant to the non-LIFEs are subject to a hold period in Canada ending on June 11, 2026.
There is an amended and restated offering document related to the offering that can be accessed under the company's profile on SEDAR+ and on the company's website.
The closing of the offering remains subject to the final approval of the TSX Venture Exchange.
About Silver North Resources Ltd.
Silver North's primary assets are its 100-per-cent-owned Haldane silver project (next to Hecla Mining Inc.'s Keno Hill mine project), the Tim silver project (under option to Coeur Mining Inc. in the Silvertip/Midway district, British Columbia and Yukon) and the GDR (Veronica) project, also in the Silvertip/Midway district. Silver North also plans to acquire additional silver properties in favourable jurisdictions.
The company is listed on the TSX Venture Exchange under the symbol SNAG, and trades on the OTCQB market in the United States under the symbol TARSF and under the symbol I90 on the Frankfurt Stock Exchange.
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