/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES / CALGARY , Dec. 17, 2013 /CNW/ - Northern Frontier Corp. (TSX-V: FFF) (the " Corporation ") is pleased to announce the closing of its previously announced bought deal public offering (the " Public Offering ") of units of the Corporation (the " Units ") through a syndicate of underwriters led by Acumen Capital Finance Partners Limited and including GMP Securities L.P. (the " Underwriters "). Pursuant to the Public Offering, the Corporation issued 3,535,100 Units, including 461,100 Units issued pursuant to the full exercise of the over-allotment option granted to the Underwriters, at a price of $3.50 per Unit for gross proceeds of $12,372,850 . Immediately following closing of the Public Offering, each Unit separated into one common share of the Corporation (a " Common Share ") and one-half of one Common Share purchase warrant (each whole warrant, a " Warrant "). Each Warrant entitles the holder to acquire one Common Share (a " Warrant Share ") at a price of $4.00 per Warrant Share on or before March 27, 2015 . The Corporation is also pleased to announce the closing of a concurrent non-brokered offering of 42,857 Units (the " Private Placement Units "), issued on a private placement basis to two directors of the Corporation, for aggregate gross proceeds of $150,000 . The Private Placement Units were issued on the same terms as the Units issued in connection with the Public Offering (the " Private Placement ") and the underlying Common Shares and Warrants will be subject to a hold period expiring on April 18, 2014 . The Corporation intends to use the net proceeds from the Public Offering and the Private Placement to purchase additional equipment and for general corporate purposes, as set out in the short form prospectus of the Corporation, dated December 10, 2013 (the " Prospectus "), which is filed on the SEDAR website at www.sedar.com under the Corporation's profile. Forward Looking Information This news release includes certain statements that constitute forward-looking statements under applicable securities legislation. All statements other than statements of historical fact are forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as "may", "will", "should", "expect", "intend", "plan", "anticipate", "believe", "estimate", "predict", "potential", "continue", or the negative of these terms or other comparable terminology. These statements are made as of the date of this news release and the Corporation does not undertake to publicly update these forward-looking statements except in accordance with applicable securities laws. These forward-looking statements include the anticipated use of the net proceeds from the Public Offering and the Private Placement. These statements are only predictions and are based on current expectations, estimates, projections and assumptions, which the Corporation believes are reasonable but which may prove to be incorrect and therefore such forward-looking statements should not be unduly relied upon. In making such forward-looking statements, assumptions have been made regarding the Corporation's use of the net proceeds from the Public Offering and the Private Placement. Although the Corporation believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of any future outcome and actual developments may differ materially from those in the forward-looking statements. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, forecasts, projections and other forward-looking statements will not occur. These risks and uncertainties include that the Corporation may use the net proceeds of the Public Offering and the Private Placement for purposes other than those set out in the Prospectus. For more information on the Corporation, investors should review the Corporation's continuous disclosure filings that are available at www.sedar.com . 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. SOURCE Northern Frontier Corp.
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