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Vancouver, BC TheNewswire - April 9, 2026 Northern Lights Resources Corp. (CSE: NLR,OTC:NLRCF) (OTC: NLRCF)(FSE: 0ZH0)("Northern Lights" or the "Company") is pleased to announce that it has completed the previously announced sale of the Company's 1% Net Smelter Return ("NSR") royalty on the Medicine Springs Project (the "Project"), located in Elko County, Nevada, USA, for total cash consideration of US$2,200,000 (the "Transaction") to an indirect wholly owned subsidiary of Torex Gold Resources Inc. ("Torex").
The Company would also like to announce a proposed debt settlement pursuant to which the Company intends to issue up to 1,630,000 common shares in the capital of the Company (the "Settlement Shares") at a deemed price of $0.12 per Settlement Share to settle an aggregate of CAD$195,600 in outstanding indebtedness owing to certain creditors of the Company (the "Debt Settlement"), including officers and consultants.
The Settlement Shares will be issued in accordance with the policies of the Canadian Securities Exchange (the "CSE"). All Settlement Shares issued pursuant to the Debt Settlement will be subject to a statutory hold period of four months and one day from the date of issuance, in accordance with applicable securities laws. Completion of the Debt Settlement remains subject to certain conditions, including receipt of all necessary regulatory approvals, including approval of the CSE.
Luka Capin, Chief Executive Officer of Northern Lights, stated: "The successful closing of the Medicine Springs royalty transaction marks a significant milestone for Northern Lights. This non-dilutive capital strengthens our balance sheet while allowing us to streamline the portfolio and focus on our highest-impact exploration assets in Canada. In parallel, the completion of the debt settlement further enhances our financial position by reducing liabilities and aligning stakeholders with the long-term success of the Company. We are now well-positioned to advance our Pup and Horetzky projects and deliver meaningful value for shareholders."
Certain creditors participating in the Debt Settlement include insiders of the Company representing CAD$21,600 of the indebtedness. The participation of such insiders will constitute a "related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the Settlement Shares to be issued to insiders nor the consideration paid exceeds 25% of the Company's market capitalization. No new control person is expected to be created as a result of the Debt Settlement.
The Debt Settlement is expected to close no earlier than five business days from the date of this news release and remains subject to CSE acceptance.
In connection with the Transaction, the Company has agreed to a 5% finder's fee in cash, subject to CSE acceptance.
For Further Information
Luka Capin, Chief Executive Officer
Email: ir@northernlightsresources.com
Tel: +1 647 625 8669
About Northern Lights Resources Corp.
Northern Lights Resources Corp is a growth-oriented exploration and development company advancing three key projects: the Horetzky Copper Project, located in the Babine Porphyry belt of central British Columbia, the Pup Copper Project in the Yukon and the 100% owned, Secret Pass Gold Project located in Arizona.
Northern Lights trades under the ticker of "NLR" on the CSE, "NLRCF" on the OTC, and "0ZH0" on the FSE. This and other Northern Lights Resources news releases can be viewed at www.sedarplus.ca and www.northernlightsresources.com.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION:
This news release contains forward-looking statements and forward-looking information within the meaning of applicable Canadian securities laws (collectively, "forward-looking statements"). Forward-looking statements include, but are not limited to, the Company's future exploration activities and corporate plans. Forward-looking statements are generally identified by words such as "anticipates", "expects", "intends", "plans", "believes", or similar expressions, or statements that certain actions, events or results "may", "could", "would", or "will" occur or be achieved. Forward-looking statements are based on the opinions and estimates of management as of the date of this news release and are subject to known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. These risks and uncertainties include, but are not limited to, risks related to exploration activities, changes in market conditions, and other risks described in the Company's public disclosure filings available on SEDAR+. Readers are cautioned not to place undue reliance on forward-looking statements. The Company does not undertake any obligation to update or revise any forward-looking statements except as required by applicable securities laws.
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