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Northern Empire Resources Corp (2)
Symbol NM
Shares Issued 38,081,596
Close 2017-02-08 C$ 0.175
Recent Sedar Documents

Northern Empire, Sterling Gold property agreement

2017-05-31 19:22 ET - Property Agreement

The TSX Venture Exchange has accepted for filing a letter of intent dated Feb. 14, 2017, and an amendment letter dated March 31, 2017, between Northern Empire Resources Corp. and Sterling Gold Mining Corp. (SGMC) to acquire a 100-per-cent interest in the Sterling property, Nevada. In addition, the company will acquire a 100-per-cent interest in the Hoodoo Canyon property (currently leased to Newmont) and the following royalties:

  • 3-per-cent net smelter return (NSR) up to a limit of $1.25-million (U.S.) payable to Sterling Gold on the Tenabo (Robertson) property;
  • 10-per-cent net profits royalty interest held by Sterling Gold on the Blue Moon property.

In order to acquire the property, the company has paid Sterling Gold $10.1-million (U.S.) and issued five million common shares of the issuer on a preconsolidation basis. The property will be subject to the following net smelter royalties:

  • 2-per-cent net NSR payable to Sterling Gold on portions of the property not currently subject to royalties payable to SGMC. The company can acquire 50 per cent of the NSR for a payment of $7.5-million (U.S.).

If, following closing, the company issues common shares pursuant to equity financings, the company shall have the continuing obligation to issue additional shares to Sterling Gold so that Sterling Gold can maintain its percentage interest in the total issued and outstanding share capital in the company subject to a maximum of five million preconsolidation shares being issued before Jan. 1, 2019, after which, the obligation will cease.

The transaction is arm's length.

Preclosing:  $1.5-million (U.S.)

Closing:  $8.6-million (U.S.), five million shares (preconsolidation)

Before Jan. 1, 2019:  five million shares (preconsolidation)

For further information, please see the company's news release Feb. 15, 2017, April 3, 2017, May 15, 2017, and May 30, 2017.

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