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Published on 4/25/2012 in the Prospect News PIPE Daily.

Northern Freegold amends C$6 million private placement of equity units

Agent Northern Securities conducting offering on a best-efforts basis

By Devika Patel

Knoxville, Tenn., April 25 - Northern Freegold Resources Ltd. said it amended the terms of a C$6 million private placement of units. Northern Securities Inc. is the agent for the deal, which priced March 27 and has a 15% greenshoe.

The company will now sell flow-through units of one flow-through common share and one half-share warrant at C$0.21 per unit and non-flow-through units of one share and one half-share warrant at C$0.16 per unit on a best-efforts basis.

Each whole flow-through unit warrant will be exercisable at C$0.26 for 18 months. Each whole non-flow-through unit warrant will be exercisable at C$0.22 for two years. The strike prices are a 4% premium and 12% discount to the March 26 closing share price of C$0.25.

The company originally planned to sell 21,428,571 units of one flow-through common share and one half-share warrant at C$0.28 per unit.

Proceeds will be used for exploration on the Freegold Mountain property and as working capital.

Northern Freegold is a resource exploration and development company based in Vancouver, B.C.

Issuer:Northern Freegold Resources Ltd.
Issue:Flow-through units of one flow-through common share and one half-share warrant, non-flow-through units of one common share and one half-share warrant
Amount:C$6 million
Greenshoe:15%
Warrants:One half-share warrant per unit
Agent:Northern Securities Inc.
Pricing date:March 27
Revised:April 25
Stock symbol:TSX Venture: NFR
Stock price:C$0.25 at close March 26
Market capitalization:C$17.85 million
Flow-through units
Price:C$0.21
Warrant expiration:18 months
Warrant strike price:C$0.26
Non-flow-through units
Price:C$0.16
Warrant expiration:Two years
Warrant strike price:C$0.22

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