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/NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION
TO U.S. WIRE SERVICES/
Norden Crown Metals Corp. (" Norden Crown " or the " Company ") (TSXV: NOCR) (OTC:NOCRF) ( Frankfurt : 03E) is pleased to announce that it has received approval from the TSX Venture Exchange (the " TSXV ") to complete the consolidation of the issued and outstanding common shares of the Company on the basis of three existing common shares for one new consolidated common share (the " Consolidation "), and the Company has closed into escrow its previously announced non-brokered private ‎placement (the " Private Placement ").‎
Consolidation
Further to its news release of April 22, 2021 , the Company has received TSXV approval to complete the Consolidation. The Consolidation will be effective at market open on June 23, 2021 (the " Effective Date "). The Company will not change its name as part of the Consolidation but will issue new share certificates under a new CUSIP number.
The Company's common shares will continue to trade on the TSXV under its current symbol, "NOCR".
Private Placement
The Company has also closed the Private Placement into escrow, with the securities to be issued under the Private Placement to be issued on a post-Consolidation basis on the Effective Date.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the  ‎  securities in the United States . The securities have not been and will not be registered under the  ‎  United States Securities Act of 1933 as amended (the " 1933 Act "), or any state securities laws and  ‎  may not be offered or sold within the United States or to, or for the account or benefit of U.S.  ‎  persons (as defined in Regulation S under the 1933 Act) absent such registration or an applicable  ‎  exemption from such registration requirements  ‎  .
About Norden Crown Metals Corp  .
Norden Crown is a mineral exploration company focused on the discovery of silver, zinc, copper, and gold deposits in exceptional, historical mining project areas spanning Sweden and Norway . The Company aims to discover new economic mineral deposits in known mining districts that have seen little or no modern exploration techniques. The Company is led by an experienced management team and an accomplished technical team, with successful track records in mineral discovery, mining development and financing.
On behalf of Norden Crown Metals Corp.
Patricio Varas , Chairman and CEO
Neither 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.
Cautionary Note Regarding Forward-Looking Statements
This news release contains certain statements that may be deemed "forward–looking statements". Forward–looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Forward-looking statements may include, without limitation, statements relating to completion of the Private Placement on the terms described herein or at all, the use of proceeds of the Private Placement, the planned exploration activities on the Fredriksson Gruva project, and the completion of the Consolidation on the terms described herein or at all.‎ Although Norden Crown believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance, are subject to risks and uncertainties, and actual results or realities may differ materially from those in the forward–looking statements. Such material risks and uncertainties include, but are not limited to: the risk that the Company cannot complete the Private Placement or the Consolidation on the terms described herein, on the timing described herein or at all, the proceeds of the Private Placement being used differently than as described herein, risks related to difficulties in executing exploration programs at the Fredriksson Gruva property on the Company's proposed schedules and within its cost and scheduling estimates, whether due to weather conditions, complications arising from the COVID-19 pandemic or the actions of the provincial or federal governments in response thereto, availability or interruption of power supply, mechanical equipment performance problems, natural disasters or pandemics in the areas where it operates, the integration of acquisition; risks related to current global financial conditions including market reaction to the coronavirus outbreak; competition within the industry; actual results of current exploration activities; environmental risks; changes in project parameters as plans continue to be refined; future price of gold; failure of equipment or processes to operate as anticipated; accidents, and other risks of the mining industry; delays in obtaining approvals or financing; risks related to indebtedness and the service of such indebtedness, as well as those factors, risks and uncertainties identified and reported in the Company's public filings under Norden Crown's SEDAR profile at www.sedar.com .  Although Norden Crown has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements. There can be no assurance that such information will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements are made as of the date hereof and, accordingly, are subject to change after such date. Norden Crown disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise unless required by law.
SOURCE Norden Crown Metals Corp.
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