Northisle Announces Closing of $115 million Financing

06.03.2026  |  Business Wire

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Northisle Copper and Gold Inc. (TSX-V: NCX) ("Northisle" or the "Company") is pleased to announce that it has closed the previously announced "best efforts" offering (the "Brokered Offering") and non-brokered private placement with Wheaton Precious Metals Corp. (the "Non-Brokered Offering" and together with the Brokered Offering, the "Offerings") for aggregate gross proceeds of $115,003,300.

Sam Lee, President & CEO commented "We are pleased to welcome many new institutional investors to our share registry and are thankful for the ongoing support of our existing shareholders, including Wheaton. The financing and our inclusion in the BC Critical Minerals Office, combined with our growing engagement with First Nations and North Island communities, highlights the opportunity for Northisle to rapidly advance the development of our North Island Project."

Details of the Offerings

The Brokered Offering consisted of (i) 35,016,700 common shares of the Company ("Common Shares") offered by way of the Prospectus Supplement (as defined below) at a price of $3.05 per Common Share (the "Issue Price") for gross proceeds of $106,800,935 (the "Brokered Public Offering"); and (ii) 1,050,000 Common Shares offered at the Issue Price on a private placement basis for gross proceeds of $3,202,500 (the "Brokered Private Placement"). The Non-Brokered Offering consisted of 1,639,300 Common Shares offered at the Issue Price on a private placement basis for gross proceeds of $4,999,865. The aggregate number of Common Shares issued pursuant to the Offerings was 37,706,000 for gross proceeds of $115,003,300. The net proceeds of the Offerings will be used by the Company for advancement of the Company's projects and for general corporate and working capital purposes.

The Brokered Offering was conducted by a syndicate of agents led by Paradigm Capital Inc. as lead agent and sole bookrunner on behalf of a syndicate of agents including Agentis Capital Markets (First Nations Financial Markets LP), Beacon Securities Limited, Ventum Financial Corp., Raymond James Ltd., BMO Nesbitt Burns Inc., TD Securities Inc., and CIBC World Markets Inc. (collectively, the "Agents"). The Agents received a cash commission of 5% of gross proceeds of the Brokered Public Offering, with the exception of gross proceeds of $1,351,455 from subscribers on a president's list provided by the Company, to which a 2% commission was applied, plus 2% of the gross proceeds of the Brokered Private Placement. No compensation was paid to the Agents in connection with the Non-Brokered Offering.

The Common Shares offered pursuant to the Brokered Public Offering were offered in all the provinces and territories of Canada, other than Quebec, on a "best efforts" basis by way of the prospectus supplement dated March 2, 2026 to the Company's short form base shelf prospectus dated February 25, 2026 (the "Prospectus Supplement").

The Common Shares offered pursuant to the Non-Brokered Offering and the Brokered Private Placement were offered on a private placement basis pursuant to applicable exemptions from the prospectus requirements of Canadian securities laws under National Instrument 45-106 - Prospectus Exemptions. Certain Common Shares were also issued in the United States on a private placement basis pursuant to available exemptions.

Certain directors and officers of the Company (collectively, the "Insiders") purchased an aggregate of 109,800 Common Shares pursuant to the Brokered Public Offering (the "Insider Participation"). Participation by the Insiders in the Offerings was considered a "related party transaction" pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company was exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with the Insider Participation pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value of any securities issued to, nor the consideration paid by, the Insiders exceeded 25% of the Company's market capitalization. The Company did not file a material change report relating to the Insider Participation more than 21 days before the expected closing date of the Offerings as the details of the Insider Participation was not settled at such time.

The Common Shares have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any U.S. state securities laws, and may not be offered or sold in the United States without registration under the U.S. Securities Act and all applicable state securities laws or compliance with requirements of an applicable exemption therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to buy Common Shares in the United States, nor shall there be any sale of these Common Shares in any jurisdiction in which such offer, solicitation or sale would be unlawful.

The Common Shares sold pursuant to the Non-Brokered Offering and the Brokered Private Placement are subject to a statutory hold period of four months plus one day from the date of issuance.

About Northisle

Northisle Copper and Gold Inc. is a Vancouver-based company whose vision is to become Canada's leading sustainable mineral resource company for the future. Northisle, through its 100% owned subsidiary North Island Mining Corp., owns the North Island Project, which is one of the most promising copper and gold porphyry projects in Canada. The North Island Project is located near Port Hardy, British Columbia on a more than 34,000-hectare block of mineral titles 100% owned by Northisle on a belt stretching 50 kilometres northwest from the now closed Island Copper Mine operated by BHP Billiton. Since 2021, the Company has discovered two significant deposits, expanded resources, demonstrated the economic potential of the project, and is now focused on the development of this compelling project while exploring within this highly prospective land package.

Northisle respectfully acknowledges that our North Island Project is located within the territories of Quatsino First Nation, Kwakiutl First Nation, and Tlatlasikwala First Nation. We are committed to collaborating with First Nations to build authentic, mutually beneficial relationships.

For more information on Northisle please visit the Company's website at www.northisle.ca.

Cautionary Statements regarding Forward-Looking Information

Certain information in this news release constitutes forward-looking statements under applicable securities law. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "expect", "intend" and similar expressions. Forward-looking statements in this news release include, but are not limited to, statements relating to the use of the proceeds of the Offerings, receipt of regulatory approvals with respect to the Offerings, future development plans, relationships with First Nations and local communities, as well as any other future plans, objectives or expectations of Northisle. Forward-looking statements necessarily involve known and unknown risks, including, without limitation, Northisle's ability to implement its business strategies; risks associated with mineral exploration and production; risks associated with general economic conditions; adverse industry events; stakeholder engagement; marketing and transportation costs; loss of markets; volatility of commodity prices; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; industry and government regulation; changes in legislation, income tax and regulatory matters; competition; currency and interest rate fluctuations; and other risks. Readers are cautioned that the foregoing list is not exhaustive.

Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions, or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

The forward-looking statements contained in this news release represent the expectations of management of Northisle as of the date of this news release, and, accordingly, are subject to change after such date. Northisle does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities law.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.

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On behalf of Northisle Copper and Gold Inc.

Nicholas Van Dyk, CFA
Chief Financial Officer
Tel: (604) 335-3590
Email: info@northisle.ca
www.northisle.ca