ENP Newswire -
Release date- 28082014 -
The Facility will be drawn in one advance of
The Facility matures on the earlier of: (a) the date that is twelve (12) months following the Effective Date and (b) the date all amounts owing under the Facility are voluntarily or mandatorily prepaid (as applicable) in full by the Company to the Lender in accordance with the credit agreement pertaining to the Facility. The Facility is secured against certain assets including the
A structuring fee equal to 2% of the Principal Amount shall be payable, in cash, by the Company to Lender on the Effective Date. In addition, on the Effective Date, the Company shall issue to the Lender 25,000,000 warrants (the 'Warrants'), with each Warrant entitling Lender to acquire one (1) common share in the capital of the Company.
The Warrants shall be exercisable at a strike price equal to 200% of the closing price on the
Closing of the Facility shall be conditional upon due diligence, receipt of all necessary corporate and regulatory approvals, including the approval of the
A material change report in connection with the Facility will be filed less than twenty-one (21) days before the closing of the Facility. This shorter period is reasonable and necessary in the circumstances as the Company wishes to complete the financing in a timely manner.
The Company will use the proceeds of the Facility to primarily provide a bridge loan for the previously announced bulk sample testing at its Garrcon project, and secondarily to satisfy accounts payable, for exploration and development work at its
The Company will use the gold credits from the bulk sample program to repay the Facility. In addition, the Company announces that the Company is seeking to alter its share capital by consolidating all of its issued and outstanding common shares on the basis of twelve (12) old for one (1) new common share (the 'Consolidation'), subject to the approval of shareholders of the Company at its annual general and special meeting to be held on
As at the date hereof, the Company has 314,918,873 common shares issued and outstanding. After giving effect to the proposed consolidation, the Company will have approximately 26,243,239 common shares issued and outstanding. No fractional shares will be issued. Any fraction of a share resulting from the Consolidation will be rounded down to the nearest whole number.
The Company does not intend to change its name upon completion of the Consolidation and anticipates that its stock symbol will remain the same. Management of the Company believes that an amendment to the Company's share structure will be favourable to assist in attracting additional equity investment in the Company.
About Northern Gold
Northern Gold is a TSXV-listed gold company based in
Recent transactions, including the amalgamation with
President & Chief Executive Officer
This news release contains forward-looking information which is not comprised of historical facts. Forward looking information is characterized by words such as 'plan', 'expect', 'project', 'intend', 'believe', 'anticipate', 'estimate' and other similar words, or statements that certain events or conditions 'may' or 'will' occur and includes information with respect to, among other things, the uses of proceeds from financing activities and the status of regulatory approvals.
Forward-looking information involves risks, uncertainties and other factors that could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information.
Forward-looking information in this news release is based on, among other things, the opinions and assumptions of management considered reasonable as of the date of this news release, such as that all necessary regulatory approvals will be received as and when expected, and financing will continue to be available to the Company on favourable terms or at all.
Factors that could cause actual results to differ materially from such forward looking information include, but are not limited to, delays in obtaining or failures to obtain required regulatory approvals, changes in equity markets, fluctuations in commodity prices, and other risks involved in the mineral exploration and development industry, including those risks set out in Northern Gold's public documents filed on SEDAR.
Although Northern Gold believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Northern Gold disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.
Hispanic #1 Breaking News for Entrepreneurs, Professionals and Small Business Owners - HispanicBusiness.com
OCTOBER 30, 2014
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