Northstar Announces Financing to Advance Surgical Mining of High-Grade Copper at Cam Copper Project
Rhea-AI Summary
Northstar Gold Corp (OTC: NSGCF) announced a non-brokered private placement of up to $800,000 CAD at $0.06 per unit, with warrants at $0.075 for 60 months, to fund permits, engineering and a pilot implementation of Novamera's Surgical Mining system at the 100% owned Cam Copper Project near Kirkland Lake, Ontario.
Northstar expects a near-term first tranche of ~$530,000 CAD, will commission an NI 43-101 technical report, and advance permitting, metallurgical studies, mine planning and mobilization under a Turnkey Surgical Mining Services Agreement.
Positive
- Up to $800,000 CAD financing announced to fund pilot and permitting
- Near-term $530,000 CAD first tranche led by strategic investors
- Funds directed to an NI 43-101 technical report and mineral resource estimate
- Definitive Turnkey Agreement in place with Novamera for Surgical Mining pilot
Negative
- Issuance of units and warrants at $0.06/$0.075 may dilute shareholders
- Related-party participation anticipated, treated as related party transactions
- Finder's fees or commissions may be payable on portions of the financing
Vancouver, British Columbia--(Newsfile Corp. - February 26, 2026) - Northstar Gold Corp. (CSE: NSG) ("Northstar" or the "Company"), is pleased to announce a non-brokered private placement to partially fund permitting, engineering, and the initial implementation of Novamera Inc.'s Surgical Mining™ system at the Company's 100 %-owned Cam Copper Project, located 18 kilometres southeast of Kirkland Lake, Ontario.
The financing provides the initial capital platform to launch Northstar's Cam Copper Zone 2 Surgical Mining™ pilot, being advanced under a definitive Turnkey Surgical Mining Services Agreement (the "Agreement") executed with Novamera on October 9, 2025. (Please see Northstar News Release dated October 9, 2025)
Financing Overview
The non-brokered offering consists of up to
Northstar directors may participate in the Offering and Finder's fees or commissions may be payable on portions of the financing, subject to CSE policies and applicable securities laws.
First Tranche Near Term Close
A first-tranche close of approximately
Use of Proceeds
Northstar is advancing toward issuance of a Notice-to-Proceed under the Agreement by obtaining the necessary permits and project financing. The Company also intends to commission an NI 43-101-compliant Technical Report and Mineral Resource Estimate on the Cam Copper Project to formally evaluate the deposit's Reasonable Prospects for Eventual Economic Extraction before making any production or development decision.
Proceeds will be directed toward:
- Zone 2 geological model update and block model development
- Preliminary metallurgical studies
- Commission a NI 43-101-compliant Technical Report and Mineral Resource Estimate
- Permitting and detailed engineering for the Cam Copper Zone 2 Surgical Mining™ Program;
- Mine-planning, surface-site preparation and mobilization; and
- Working-capital
The Existing Shareholder Exemption and Investment Dealer Exemption
The Offerings will be made available to existing shareholders of Northstar who, as of the close of business on October 28, 2025 held common shares of Northstar (and who continue to hold such common shares as of the closing date), pursuant to the prospectus exemption set out in B.C. Instrument 45-534 -- Exemption From Prospectus Requirement for Certain Trades to Existing Security Holders and in similar instruments in other jurisdictions in Canada. The existing shareholder exemption limits a shareholder to a maximum investment of
Northstar has also made the Offerings available to certain subscribers pursuant to B.C. Instrument 45-536 -- Exemption Form Prospectus Requirement for Certain Distributions Through an Investment Dealer. In accordance with the requirements of the investment dealer exemption, the company confirms that there is no material fact or material change about the Company that has not been generally disclosed.
All securities issued in connection with the Offerings will be subject to a four-month hold period from the closing date under applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada.
Related Party Participation in the Offerings
It is anticipated that certain directors, officers and other insiders of Northstar may acquire Units or Royalty style investments under the Offerings. Such participation will be considered as "related party transactions" within the meaning of TSX Venture Exchange Policy 5.9 (the "Policy") and Multilateral Instrument 61-101-Protection of Minority Security Holders in Special Transactions ("MI 61-101") adopted in the Policy. The Company intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party participation in the Offering as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involves interested parties, is expected to exceed
This news release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and may not be offered or sold within the United States unless an exemption from such registration is available.
About Northstar Gold Corp.
Northstar's focus is to advance exploration and development of the near-surface Allied Gold Zone and the nearby high-grade Cam Copper VMS exploration and development projects on its
Northstar is collaborating with DIGITAL - Canada's Global Innovation Cluster for digital technologies ("DIGITAL"), Novamera Inc., and Micon International Limited under an approximately
On January 28, 2026, Northstar announced that consortium partners had received approval to access up to
On September 19, 2024, Northstar announced that the Company had signed a memorandum of understanding ("MOU") with China-based Hunan Nonferrous to earn a minority interest in the Allied Gold Zone through the completion of a 10,000-metre drilling program aimed at expanding the deposit and supporting a NI 43-101 Mineral Resource Estimate. A due diligence site visit remains pending visitor visa approvals.
Northstar has 3 additional
On behalf of the Board of Directors,
Mr. Brian P. Fowler, P.Geo.
President, CEO and Director
(604) 617-8191
bfowler@northstargoldcorp.com
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Neither the Canadian Securities Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.
Cautionary Note Regarding Forward-Looking Statements
This news release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and may not be offered or sold within the United States unless an exemption from such registration is available.
All statements, other than statements of historical fact, contained in this news release constitute "forward-looking information" within the meaning of applicable Canadian securities laws and "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 (referred to herein as "forward-looking statements"). Forward-looking statements include, but are not limited to, disclosure regarding the completion of the Offering and potential gross proceeds to be raised pursuant thereto, the receipt of all applicable regulatory approvals, the prospective nature of the Company's property interests, exploration plans and expected results, conditions or financial performance that is based on assumptions about future economic conditions and courses of action; planned use of proceeds, expenditures and budgets and the execution thereof. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate" or "believes", or the negative connotation thereof or variations of such words and phrases or state that certain actions, events or results, "may", "could", "would", "will", "might" or "will be taken", "occur" or "be achieved" or the negative connotation thereof.
All forward-looking statements are based on various assumptions, including, without limitation, the expectations and beliefs of management, the receipt of applicable regulatory approvals. availability of financing, the assumed long-term price of gold, that the current exploration and other objectives concerning its mineral projects can be achieved and that its other corporate activities will proceed as expected; that the current price and demand for gold will be sustained or will improve; the continuity of the price of gold and other metals, economic and political conditions and operations; the prospective nature of the Company's properties, availability of financing, and that general business and economic conditions will not change in a materially adverse manner.
Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of NSG to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: risks and uncertainties related to the completion of the Offering as presently proposed or at all, the failure to obtain all applicable regulatory approvals; actual results of current exploration activities; environmental risks; future prices of gold; operating risks; accidents, labour issues and other risks of the mining industry; delays in obtaining government approvals or financing; and other risks and uncertainties. These risks and uncertainties are not, and should not be construed as being, exhaustive.
Although NSG has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. In addition, forward-looking statements are provided solely for the purpose of providing information about management's current expectations and plans and allowing investors and others to get a better understanding of our operating environment. Accordingly, readers should not place undue reliance on forward-looking statements.
Forward-looking statements in this news release are made as of the date hereof and NSG assumes no obligation to update any forward-looking statements, except as required by applicable laws.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/285424
FAQ
What financing did Northstar (NSGCF) announce on February 26, 2026?
How will Northstar use proceeds from the NSGCF private placement?
What is the Surgical Mining pilot at Northstar's Cam Copper Project?
Will insiders participate in Northstar's NSGCF offering?
What investor protections or restrictions apply to the Northstar offering (NSGCF)?
Do Northstar units include warrants and what are the terms for NSGCF investors?
