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TORONTO, Oct. 21, 2014 /CNW/ - Northquest Ltd. (TSX-V:NQ) ("Northquest") is pleased to announce that it proposes to complete a non-brokered private placement (the "Offering") pursuant to which Northquest will issue up to 10,000,000 common shares ("Shares") at a price of $0.12 per Share, to raise aggregate gross proceeds of up to $1,200,000.
In addition, Nord Gold N.V. ("Nordgold") holds a pre-emptive right to purchase such number of Shares in the Offering as would result in it maintaining its proportionate shareholding in Northquest following the completion of the Offering, on a fully-diluted basis. Nordgold currently holds an aggregate of 12,777,777 Shares and an additional 6,388,889 convertible securities of Northquest, representing approximately 25.26% of all of the issued and outstanding Shares as of the date hereof on a fully diluted basis. Northquest will increase the size of the Offering proportionately in the event that Nordgold opts to exercise this pre-emptive right, in whole or in part. Accordingly, in the event that Nordgold opts to exercise such pre-emptive right in full, the size of the Offering will be increased to up to an aggregate of 13,615,400 Shares to raise aggregate gross proceeds of up to $1,633,848.
Northquest may pay a finder's fee to certain eligible registrants in connection with the Offering in an amount equal to 7% of the gross proceeds raised by such finders, and issue up to such number of broker warrants to such finders as is equal to 7% of the aggregate number of Shares sold pursuant to the Offering, each such broker warrant being exercisable to acquire one Share at an exercise price of $0.16 for a period of two years.
The Offering remains subject to the approval of the TSX Venture Exchange.
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 RELEASE.
Forward Looking Statements – Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the control of Northquest, including, but not limited to the impact of general economic conditions, industry conditions, volatility of commodity prices, currency fluctuations, dependence upon regulatory approvals, and the availability of financing. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements.
SOURCE: Northquest Ltd.
For further information: Jon North, President and Chief Executive Officer, (416) 786-6348