NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, SWITZERLAND OR ANY OTHER JURISDICTION WHERE SUCH PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURES.
Northgold AB (“Northgold” or the “Company”), a Swedish gold exploration and development company, hereby publishes the outcome of the offering of shares (the “Offering”) prior to the listing on Nasdaq First North Growth Market Sweden (the “Listing”). A total of 3,416,000 shares were subscribed in the Offering, corresponding to approximately 91.1 per cent of the Offering. In total, the Company will receive approximately SEK 39.6 million before transaction costs. The first day of trading for the Company's shares on Nasdaq First North Growth Market Sweden is planned for 24 March 2022. The over-allotment option will not be exercised and, therefore, no stabilisation transactions will be conducted. Through the Offering, approximately 400 new owners will be added to Northgold's register of shareholders. One of the subscribers was the Finnish investment fund Placeringsfond Zenito Silver and Gold.
The Offering in brief
- The price in the Offering was SEK 11.60 per share, corresponding to a market value of the Company's shares of approximately SEK 122.0 million after the Offering.
- Prior to the Offering a group of investors, including current shareholders and new investors, committed to subscribe for shares corresponding to a total value of approximately SEK 32.0 million.
- 3,416,000 shares were subscribed in the Offering raising approximately SEK 39.6 million before transaction costs relating to the Offering. The Offering was subscribed to 91.1 per cent.
- 100 per cent of the shares in the Company prior to the Offering, corresponding to 7,100,020 shares, are subject to lock-up agreements, covering a period of 12 months from the first day of trading.
- The over-allotment option has not been and is not intended to be exercised in connection with the Offering and, therefore, no stabilisation transactions will be conducted.
- The settlement date is 11 March 2022.
- The first day of trading on Nasdaq First North Growth Market Sweden is planned for 24 March 2022 and the shares will trade under the trading symbol NG.
Mitch Vanderydt, CEO, comments:
“Despite the uncertain and challenging times, we at Northgold are excited to begin our journey as a publicly listed company amid the recently rising gold price. With the proceeds we can now begin executing our growth strategy of conducting exploration drilling programs with the goal of making new discoveries and expanding our existing resources from the current level of 725,000 oz AuEq to more than 1,000,000 oz AuEq over the next 18 months. We would like to express our sincere gratitude to all new investors and warmly welcome them to the Company“
Advisors
Augment Partners AB is the financial advisor as well as Certified Adviser and Advokatfirmaet Schjødt AS, filial is the legal advisor in connection to the Offering and the Listing. Nordnet Bank AB acted as the selling agent in Sweden and Finland for the Offering.
This information is such information as Northgold AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out below, at 17:00 CET on 9 March 2022.
For additional information, please contact the CEO:
“Mitch Vanderydt”
Mitchell J. Vanderydt, P.Eng, MBA
+46 70 563 12 61
ir@northgoldab.com
About Northgold
Northgold is a Swedish gold exploration and development Company with multiple resource-stage projects in the Middle Ostrobothnia Gold Belt (MOGB) of Central Finland, including the Kopsa Gold-Copper project and the Kiimala Trend Gold project. The Company strives to find and extract gold from under-prospected areas in Finland. More information is available on www.northgoldab.com. Augment Partners AB, tel. +46 8-604 22 55 info@augment.se,is acting as the Company's Certified Adviser.
Important information
The release, publication or distribution of this announcement may be subject to restrictions in certain jurisdictions. The recipients of this announcement in jurisdictions in which this announcement has been published or distributed shall inform themselves of and comply with such restrictions. This announcement does not constitute an offer or solicitation to subscribe, buy or otherwise trade in shares or other securities issued by the Company in any jurisdiction, neither from Northgold nor anyone else, where such an offer would be unlawful.
Neither this announcement nor the information contained herein may be published or distributed, directly or indirectly, in or to the United States of America, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa, South Korea, Switzerland or any other jurisdiction in which the publication or distribution would be illegal or subject to legal restrictions or require registration or other measures than those that follow from Swedish and Finnish law. The Company has not taken and will not take any measures to allow an offering to the public in any jurisdiction other than Sweden and Finland. The shares of the Company have not been registered and will not be registered under the United States Securities Act of 1933 as amended, and may not be offered, subscribed, exercised, pledged, sold, resold, delivered or transferred, directly or indirectly, in or to the United States of America. Measures in violation of the restrictions may constitute a breach of applicable securities legislation.
In the United Kingdom, this documents only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, qualified investors (as defined in the Prospectus Regulation as it forms part of domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018) and who are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”) or (ii) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “Relevant Persons”). This communication must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this communication relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.
Forward-looking statements
This announcement may contain certain forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “intends”, “estimate”, “will”, “may”, “continue”, “should” and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies, and other important factors which are difficult or impossible to predict and are beyond its control. Such risks, uncertainties, contingencies, and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The information, opinions and forward-looking statements contained in this communication speak only as at its date and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm or release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this announcement.
The information, estimates, and forward-looking statements contained in this announcement are valid only as of the date of this announcement and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm, or publish any adjustments regarding any forward-looking statements to reflect events that occur or circumstances that arise regarding the content of this notice.
