/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
OTTAWA,
ON, May 23, 2023 /CNW/ - Northern Shield
Resources Inc. ("Northern Shield" or the "Company")
(TSXV: NRN) announces that, due to time restrictions, it has
concluded its non-brokered, private placement (the
"Offering").
As announced in its press release of April 7, 2023, the Offering consisted of the
issuance of: i) 1,500,000 units ("Units") at $0.05 per unit for aggregate gross proceeds of
$75,000 with each Unit consisting of
one common share in the capital of the Company (a "Common
Share") and one Common Share purchase warrant (a
"Warrant"), with each whole Warrant exercisable for one
Common Share at a price of $0.10 per
share within 24 months of the closing; and ii) 384,616 flow-through
units ("Flow-Through Units") for aggregate gross proceeds of
$25,000 with each Flow-Through Unit
consisting of one Common Share issued on a flow-through basis
within the meaning of the Income Tax Act (Canada) and one-half of one Common Share
purchase warrant (an "FT Warrant"). Each whole FT
Warrant is exercisable for one Common Share at a price of
$0.125 per share within 24 months of
the closing. Proceeds from the Offering will be used
primarily for working capital purposes and to incur eligible
exploration expenses at the Root & Cellar Property.
Securities issued under the Offering are subject to restrictions
on resale for a period of four months from the date of closing. The
Offering remains subject to final approval of the TSX Venture
Exchange.
About Northern
Northern Shield Resources Inc. is a Canadian-based company known
as a leader in generating high-quality exploration targets that
views greenfield exploration as an opportunity. An opportunity to
find a tier 1 asset, near surface, and at relatively low cost. It
implements a model driven approach in exploration to reduce any
risk associated with early-stage projects for ourselves, our
shareholders, and the environment. It is this approach that led to
the discovery of an alkaline driven gold-silver-tellurium-porphyry
copper system at its Root & Cellar Project in Newfoundland.
None of the securities sold in connection with the Offering
will be registered under the United States Securities Act of 1933,
as amended, and no such securities may be offered or sold in
the United States absent
registration or an applicable exemption from the registration
requirements. This news release shall not constitute an offer to
sell or the solicitation of an offer to buy nor shall there be any
sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
Cautionary Statement Regarding
Forward-Looking Statements
This news release contains forward-looking information which
is subject to a variety of risks and uncertainties and other
factors that could cause actual events or results to differ from
those projected in the forward-looking statements. Forward looking
statements in this press release but are not limited to, statements
with respect to the expectations of management regarding the
Offering, the expectations of management regarding the use of
proceeds of the Offering, closing conditions for the Offering, and
TSX Venture Exchange final approval of the Offering. These
forward-looking statements are subject to a variety of risks and
uncertainties and other factors that could cause actual events or
results to differ materially from those projected in the
forward-looking information. Risks that could change or prevent
these statements from coming to fruition include the TSX Venture
Exchange may not provide final approval of the Offering; the
proceeds of the Offering may not be used as stated in this news
release; the funds raised from the sale of the Flow-Through Shares
may not be renounced in favour of the holders; the Company may be
unable to satisfy all of the conditions to the closing required by
the TSX Venture Exchange. The forward-looking information contained
herein is given as of the date hereof and the Company assumes no
responsibility to update or revise such information to reflect new
events or circumstances, except as required by law
SOURCE Northern Shield Resources Inc.