Important information

The information contained in this section of the website of Northgold AB (the “Company”) (a) is only intended for, and may only be accessed by, or distributed or disseminated, directly or indirectly, in whole or in part, to (i) persons resident and physically present outside the United States of America (including its territories and possessions, any state of the United States and the District of Columbia, the “United States”), Australia, Canada, Great Britain, Hong Kong, Japan, New Zealand, Singapore, South Africa, South Korea or Switzerland and resident and physically present in a jurisdiction where to do so will not constitute a violation of the local securities laws or regulations of such jurisdiction and (b) does not constitute an offer to sell or the solicitation of an offer to buy or acquire, any securities of the Company in Australia, Canada, Great Britain, Hong Kong, Japan, New Zealand, Singapore, South Africa, South Korea, Switzerland or the United States or any other jurisdiction where to do so might constitute a violation of the local securities laws or regulations of such jurisdiction.

The information contained in this section of the website of the Company does not constitute a prospectus for the purposes of (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (the “Prospectus Regulation”) or the Commission Delegated Regulation (EU) 2019/980 of 14 March 2019. The information contained in this section of the website has also not been subject to revision by the Swedish Financial Supervisory Authority in accordance with the Prospectus Regulation.

The securities of the Company referred to in this section of the Company’s website (the “Securities”) have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or with any securities regulatory authority of any state of the United States and may not be offered or sold within the United States. All offers and sales of the Securities outside the United States will be made in compliance with Regulation S under the Securities Act and in accordance with applicable law. The Securities have also not been and will not be registered under the applicable securities laws of Australia, Canada, Great Britain, Hong Kong, Japan, New Zealand, Singapore, South Africa, South Korea or Switzerland or any other jurisdiction in which it would be unlawful or would require registration or other measures, and therefore may not be offered or sold or for the account or benefit of any person having a registered address in, or located or resident in, Australia, Canada, Great Britain, Hong Kong, Japan, New Zealand, Singapore, South Africa, South Korea or Switzerland or any other jurisdiction in which it would be unlawful or would require registration or other measures.

Access to the information contained in this section of the Company’s website may be illegal in certain jurisdictions, and only certain categories of persons may be authorised to access such information. All persons residing outside of Sweden who wish to have access to the information contained in this section of the Company’s website should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access this section of the Company’s website, or require registration or approval for any acquisition of Securities by them. No such registration or approval has been or will be obtained outside of Sweden. The Company assumes no responsibility if there is a violation of applicable law and regulations by any person.

Rights issue 2024

Northgold AB

Northgold is a Swedish gold exploration and development company with multiple resource-stage projects in the Middle Ostrobothnia Gold Belt (MOGB) of Central Finland. Since the listing of shares on Nasdaq First North Growth Market Sweden in March 2022, Northgold has grown its resources to over 1 million gold equivalent ounces, of which 0.99 million is compliant with the NI 43-101 and JORC-requirements.

According to the new strategy, Northgold will maintain the current asset base in a cost-effective manner, while continuing to evaluate potential partnerships and collaborations as well as structured deals and opportunities. To maintain the main asset base and control the operating costs, the Company will initiate further cost reductions and not conduct any new drilling programs for the time being. The Board of Directors assesses that the new strategy creates the best opportunities for maximising value for shareholders given the current circumstances.

The Company is carrying out a rights issue and will, after the repayment of a bridge loan of SEK 1.3 million and issuing costs, use the remainder of the net proceeds from to i) analyse the results from a drilling program completed this year, and ii) finance operating costs. The amount covered by subscription and underwriting commitments will ensure sufficient runway for the Company until June 2025.

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The Rights issue:

Terms: For each (1) existing share held on the record date, one (1) unit right is received in the Right issue. Three (3) unit rights entitle the holder to subscribe for one (1) unit. One (1) unit consists of three (3) new shares and two (2) warrants of series TO2.
Subscription price: SEK 3.00 per unit, corresponding to SEK 1.00 per share (the warrants of series TO2 are issued free of charge).
Size of the Offering: SEK 15.2 million.
Valuation (pre-money): SEK 15.2 million.
Subscription and underwriting commitments: SEK 7.6 million, corresponding to 50.0 per cent.
Trading in unit rights: 10 – 19 September 2024.
Subscription period: 10 – 24 September 2024.

Documents

picture_as_pdf Anmälningssedel file_download picture_as_pdf Subscription form file_download picture_as_pdf Interim report Q2 2024 file_download picture_as_pdf Annual report 2023 file_download picture_as_pdf Interim report Q2 2023 file_download picture_as_pdf Annual report 2022 file_download

Disclaimer

The information on this page of Northgold’s website is limited and may not, directly or indirectly, in whole or in part, be published or distributed within or to the US, Australia, Canada, Great Britain, Hong Kong, Japan, New Zealand, South Africa, Switzerland or any other jurisdiction where such publication or distribution would be illegal or require further registration or other measures than what is required by Swedish and Finnish law. We apologize for any inconvenience this may cause.

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The Rights issue:

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