Northern Lion Announces Shares for Debt Transactions

TSX-V Symbol: NL
Frankfurt Symbol: N3E

VANCOUVER, Dec. 12, 2016 /CNW/ - Northern Lion Gold Corp. (the "Company") is pleased to announce proposed shares-for-debt transactions (the "Proposed Transactions") in which Northern Lion would issue up to 1,857,143 common shares ("Common Shares") at a price of $260,000 per share to certain directors and consultants of the Company in connection with the settlement of an aggregate of up to $0.14 of debt relating to unpaid director and consulting fees and expenses.

The Proposed Transactions will be completed pursuant to agreements with such creditors and are conditional on TSX Venture Exchange approval.

All securities to be issued pursuant to these agreements are subject to a 4-month hold period.

As certain insiders will be participating in the Proposed Transactions, those transactions will be considered related party transactions subject to TSX-V Policy 5.9 and Multilateral Instrument 61-101. The Company will be exempt from the need to obtain minority shareholder approval and a formal valuation as required by MI 61-101 as the Company is listed on the TSX Venture Exchange and the fair market value of the shares for the applicable debt transactions will not exceed 25% of the Company's market capitalization.

NORTHERN LION GOLD CORP.

John Lando, President

This news release includes "forward-looking information", as such term is defined in applicable securities laws. The forward-looking information includes statements about the Proposed Transactions. These statements reflect management's current estimates, beliefs, intentions and expectations; they are not guarantees of future performance. The Company cautions that all forward-looking information is inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond the Company's control. Such factors include, among others, risks and uncertainties relating to exploration and development; the ability of the Company to obtain additional financing; the Company's limited operating history; the need to comply with environmental and governmental regulations; potential defects in title to the Company's properties; fluctuations in currency exchange rates; fluctuating prices of commodities; operating hazards and risks; competition; and other risks and uncertainties. Accordingly, actual future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward-looking information. All statements are made as of the date of this news release and, except as required by law, the Company is under no obligation to update or alter any forward-looking information.

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS NEWS RELEASE

SOURCE Northern Lion Gold Corp.

For further information: For information with respect to Northern Lion or the contents of this news release, please contact the Company at (604) 669-2701 or toll free at 1 800 663 0510.


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