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Silver North Resources Ltd. — Capital/Financing Update 2024
Jul 26, 2024
45758_rns_2024-07-25_657f5c53-ec45-4578-9dd3-6a4dc5644b4f.pdf
Capital/Financing Update
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FORM 51-102F3 MATERIAL CHANGE REPORT
ITEM 1. NAME AND ADDRESS OF ISSUER Silver North Resources Ltd. (the “Company”) 410 - 325 Howe Street Vancouver, BC V6C 1Z7 Canada
ITEM 2. DATE OF MATERIAL CHANGE July 18, 2024
ITEM 3. NEWS RELEASE A news release was disseminated by the Company through the facilities of TheNewswire and was subsequently filed on the System for Electronic Document Analysis and Retrieval + (SEDAR+) under the Company's profile on July 18, 2024.
ITEM 4. SUMMARY OF MATERIAL CHANGE On July 18, 2024, the Company closed the third and final tranche (the “Final Tranche”) of its non-brokered private placement (the “Offering”) for gross proceeds of $89,000. Further to the Company’s news releases dated June 21, 2024 and June 28, 2024, the Company has raised aggregate gross proceeds of $827,380 in the Offering.
In connection with the closing of the Final Tranche the Company issued 556,250 non-flow-through units of the Company (the “NFT Units”) at a price of $0.16 per NFT Unit for gross proceeds of $89,000. Each NFT Unit is comprised of one common share in the capital of the Company (a “Share”) and one common share purchase warrant (a “Warrant”) of the Company. Each Warrant entitles the holder thereof to purchase one Share (a “Warrant Share”) until July 18, 2028 at an exercise price of $0.35 per Warrant Share.
ITEM 5.1 FULL DESCRIPTION OF MATERIAL CHANGE On July 18, 2024, the Company closed the Final Tranche of the Offering for gross proceeds of $89,000. Further to the Company’s news releases dated June 21, 2024 and June 28, 2024, the Company has raised aggregate gross proceeds of $827,380 in the Offering.
In connection with the closing of the Final Tranche the Company issued 556,250 NFT Units at a price of $0.16 per NFT Unit for gross proceeds of $89,000. Each NFT Unit is comprised of one Share and Warrant of the Company. Each Warrant entitles the holder thereof to purchase one Warrant Share until July 18, 2028 at an exercise price of $0.35 per Warrant Share.
The Company intends to use the proceeds from the Final Tranche for general corporate and working capital purposes.
In connection with the closing of the Final Tranche the Company issued 10,937 finder's warrants (the "Finder's Warrants") and paid a cash commission of $1,750 to Canaccord Genuity Corp. Each Finder's Warrant entitles the holder thereof to purchase one Share (a "Finder's Warrant Share") at a price of $0.16 per Finder's Warrant Share until July 18, 2025. The Finder's Warrants issued in connection with the Final Tranche are subject to a statutory hold period and may not be traded until November 19, 2024, except as permitted by applicable securities legislation.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 – Prospectus Exemptions ("NI 45-106"), a portion of the NFT Units, and the charity flow-through units ("CFT Units" and together with the NFT Units, the "Offered Securities") were offered for sale to purchasers resident in Canada and/or other qualifying jurisdictions pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 (the "Listed Issuer Financing Exemption"). Because a portion of the Offering was completed pursuant to the Listed Issuer Financing Exemption, that portion of securities issuable from the sale of the Offered Securities to Canadian resident subscribers in the Offering are not subject to a hold period pursuant to applicable Canadian securities laws. 93,750 NFT Units sold in the Final Tranche were issued pursuant to certain private placement exemptions under NI 45-106. Those NFT Units are subject to a statutory hold period of four months and one day in accordance with applicable Canadian securities laws. There is an offering document related to the Offering that can be accessed under the Company's profile at www.sedarplus.ca and on the Company's website at www.silvernorthres.com. Prospective investors should read this offering document before making an investment decision.
ITEM 5.2 DISCLOSURE FOR RESTRUCTURING TRANSACTIONS
Not applicable.
ITEM 6. RELIANCE ON SUBSECTION 7.1(2) OF NATIONAL INSTRUMENT 51-102
Not Applicable.
ITEM 7. OMITTED INFORMATION
There are no significant facts required to be disclosed herein which have been omitted.
ITEM 8. EXECUTIVE OFFICER
Contact: Jason Weber Telephone: (604) 807-7217
ITEM 9. DATE OF REPORT
July 25, 2024
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 MATERIAL CHANGE REPORT. STATEMENTS IN THIS MATERIAL
CHANGE REPORT, OTHER THAN PURELY HISTORICAL INFORMATION, INCLUDING STATEMENTS RELATING TO THE COMPANY'S FUTURE PLANS AND OBJECTIVES OR EXPECTED RESULTS, MAY INCLUDE FORWARD-LOOKING STATEMENTS. FORWARD-LOOKING STATEMENTS ARE BASED ON NUMEROUS ASSUMPTIONS AND ARE SUBJECT TO ALL OF THE RISKS AND UNCERTAINTIES INHERENT IN RESOURCE EXPLORATION AND DEVELOPMENT. AS A RESULT, ACTUAL RESULTS MAY VARY MATERIALLY FROM THOSE DESCRIBED IN THE FORWARD-LOOKING STATEMENTS.