NorthIsle Copper and Gold Inc. (TSXV: NCX) has closed its previously announced non-brokered private placement consisting of over 1.5M shares at C$0.28 each, about 1.9M flow-through shares at C$0.35 each (FT shares), 4.5M charity flow-through shares (CFT shares) at C$0.448 each, and nearly 7M critical minerals charity flow-through shares (CMCFT shares) at C$0.476 each for gross proceeds of C$6.4M.
The net proceeds from the common shares will be used for general corporate purposes. The gross proceeds from the sale of FT, CFT, and CMCFT shares will be used to incur qualifying Canadian exploration expenses within the purview of the Income Tax Act of Canada and British Columbia. The qualifying expenses that will be incurred using the proceeds from the sale of FT and CMCFT shares will also qualify as “flow-through critical mineral mining expenditures” within the Tax Act.
In addition, Dale Corman (chairman), Sam Lee (president & CEO), Nicholas Van Dyk (CFO & corporate secretary), Ian Chang (VP project development) and Martino De Ciccio (Director) purchased or acquired direction and control over an aggregate of 107,400 shares and 1,342,800 FT shares.
They are each considered a “related party” of NorthIsle and the sale of shares constitutes a “related party transaction” within the meaning of MI 61-101. Following completion of the offering, the interested parties will hold about 29.4M shares in Northisle capital.
The “related party” portion of the offering was exempt from the minority approval requirement of Section 5.6 and the formal valuation requirement of Section 5.4 of MI 61-101 as neither exceeded 25% of NorthIsle’s market capitalization. A material change report in connection with the offering will be filed less than 21 days before closing. This shorter period was reasonable and necessary in the circumstances as Northisle wished to complete the offering in a timely manner.
In connection with the offering and in accordance with the rules and policies of the TSX Venture Exchange, finder’s fees totaling approximately C$181,608 in cash were paid to Agentis Capital Partners and Red Cloud Securities Inc.
For further information, please visit: www.northisle.ca
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