Northquest Ltd.
TSX VENTURE : NQ

Northquest Ltd.

December 22, 2010 16:05 ET

Northquest Ltd. Announces Closing of Private Placement to Raise $3,463,000

TORONTO, ONTARIO--(Marketwire - Dec. 22, 2010) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.

Northquest Ltd. ("Northquest") (TSX VENTURE:NQ) is pleased to announce that it has closed its previously announced non-brokered private placement (the "Private Placement") pursuant to which it issued an aggregate of (i) 2,089,998 units ("Units") at a price of $0.70 per Unit to raise aggregate gross proceeds of approximately $1,463,000; and (ii) 2,105,263 "flow through" units ("FT Units") at a price of $0.95 per FT Unit to raise additional aggregate gross proceeds of approximately $2,000,000. Each Unit consists of one common share of Northquest and one-half of one share purchase warrant, each whole such share purchase warrant entitling the holder thereof to acquire one additional common share of Northquest for a period of 24 months at an exercise price of $1.00 per share. Each FT Unit consists of one "flow through" common share of Northquest and one-half of one share purchase warrant, each whole such share purchase warrant entitling the holder thereof to acquire one additional common share of Northquest (which shall not be a "flow through share") for a period of 24 months at an exercise price of $2.25 per share. Insiders of Northquest subscribed for an aggregate of 214,285 Units in the Private Placement. All of the FT Units issued in connection with the Private Placement were purchased by funds controlled by the MineralFields Group.

"We are very pleased to be commencing its relationship with MineralFields Group", said Jon North, President and Chief Executive Officer of Northquest. "This is an important milestone in the growth of Northquest and we look forward to working with MineralFields Group as we develop our mineral property interests."

A finder's fee equal to 5% of the gross proceeds from the sale of the FT Units was paid in connection with the sale of the FT Units, and a finder's fee was also paid to an eligible finder in an amount equal to 6% of the gross proceeds raised from the sale of the Units by such finder. In addition, an aggregate of 71,828 broker warrants were issued to an eligible finder, each entitling it to acquire one common share of Northquest at a price of $0.70 per share for a period of 24 months.

All securities issued in connection with the Private Placement are subject to a statutory hold period expiring on April 23, 2011. The Private Placement remains subject to the approval of the TSX Venture Exchange.

About MineralFields, Pathway and First Canadian Securities ®

MineralFields Group (a division of Pathway Asset Management), based in Toronto, Montreal, Vancouver and Calgary, is a mining fund with significant assets under administration that offers its tax-advantaged super flow-through limited partnerships to investors throughout Canada as well as hard-dollar resource limited partnerships to investors throughout the world. Pathway Asset Management also specializes in the manufacturing and distribution of structured products and mutual funds (including the Pathway Multi Series Funds Inc. corporate-class mutual fund series). Information about MineralFields Group is available at www.mineralfields.com. First Canadian Securities ® (a division of Limited Market Dealer Inc.) is active in leading resource financings (both flow-through and hard dollar PIPE financings) on competitive, effective and service-friendly terms, and offers investment banking, mergers and acquisitions, and mining industry consulting, services to resource companies. MineralFields and Pathway have financed several hundred mining and oil and gas exploration companies to date through First Canadian Securities ®.

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.

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.

Contact Information

  • Northquest Ltd.
    Jon North
    President and Chief Executive Officer
    (416) 786-6348