NorthStar Gaming Holdings Inc. announced a private placement to issue 28,571,428 units at an issue price of CAD 0.175 for the gross proceeds of CAD 4,999,999.9 and 8% unsecured convertible debentures for the gross proceeds of CAD 5,000,000; aggregate gross proceeds of CAD 9,999,999.9 on August 24, 2023. Each unit comprising one common share, and a half warrant to acquire common shares exercisable at CAD 0.36 per full warrant and a further half warrant to acquire Company common shares exercisable at CAD 0.40 per full warrant, in each case for a period of five years. The debentures bear 8% interest rate and will matures on 3 years from the date of issuance.

The debentures are convertible into common shares at a fixed conversion price of CAD 0.20. Closing of the proposed financing is expected to occur by September 30, 2023. The transaction is subject to receipt of all applicable regulatory approvals, including the approval of the TSX Venture Exchange and shareholder approval.