Canada Nickel Completes Non-Brokered Private Placements of Units and Flow-Through Shares
Canada Nickel Completes Non-Brokered Private Placements of Units and Flow-Through Shares |
| [07-July-2025] |
/THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./ TORONTO, July 7, 2025 /CNW/ - Canada Nickel Company Inc. ("Canada Nickel" or the "Corporation") (TSXV: CNC) is pleased to announce that it has completed its previously announced non-brokered private placements of 4,245,750 common shares of the Corporation that will qualify as "flow-through shares" (as defined in subsection 66(15) of the Income Tax Act (Canada)) (the "Flow-Through Shares"), at a price of C$1.06 per Flow-Through Share (the "FT Offering"), and 2,201,259 units of the Corporation (the "Units") at a price of $0.85 per Unit (the "Unit Offering"), for aggregate gross proceeds to the Corporation of C$6,371,565.15.
The Units were issued to Agnico Eagle Mines Limited ("Agnico Eagle") following the exercise of its pro rata participation rights in respect of the Corporation's brokered private placement that closed on June 26, 2025. Each Unit consists of one common share of the Corporation and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will entitle the holder to purchase one common share of the Corporation at a price of C$1.20 until July 7, 2028. The Corporation plans to use the net proceeds of the Unit Offering for the advancement of the Corporation's wholly owned Crawford Nickel Sulphide Project as well as for working capital and general corporate purposes. The gross proceeds from the FT Offering will be used by the Corporation to incur (or be deemed to incur) eligible resource exploration expenses which will qualify as (i) "Canadian exploration expenses" (as defined in the Income Tax Act (Canada)), (ii) "flow-through critical mineral mining expenditures" (as defined in subsection 127(9) of the Income Tax Act (Canada)), and (iii) "eligible Ontario critical mineral exploration expenditures" within the meaning of subsection 103(4.1) of the Taxation Act, 2007 (Ontario) (collectively, the "Qualifying Expenditures"). Qualifying Expenditures in an aggregate amount not less than the gross proceeds raised from the issue of the Flow-Through Shares will be incurred (or deemed to be incurred) by the Corporation on or before December 31, 2026, and will be renounced by the Corporation to the initial purchasers of the Flow-Through Shares with an effective date no later than December 31, 2025. All securities issued under the FT Offering and the Unit Offering are subject to a hold period expiring four months and one day from the issue date in accordance with applicable Canadian securities laws. The FT Offering and Unit Offering are subject to the final approval of the TSX Venture Exchange. David Smith, Chairman of the Corporation, subscribed for 283,000 Flow-Through Shares under the FT Offering on the same terms as arm's length investors. The participation of Mr. Smith in the FT Offering constitutes a "related party transaction" for the purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The issuance of the Units to Agnico Eagle also constitutes a "related party transaction" for the purposes of MI 61-101. The Corporation is exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with the FT Offering and the Unit Offering in reliance on sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the securities issued to Mr. Smith and Agnico Eagle, nor the fair market value of the consideration for the securities issued to Mr. Smith and Agnico Eagle exceeds 25% of the Corporation's market capitalization as calculated in accordance with MI 61-101. 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 "U.S. Securities 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 a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. About Canada Nickel Canada Nickel Company Inc. is advancing the next generation of nickel-sulphide projects to deliver nickel required to feed the high growth electric vehicle and stainless-steel markets. Canada Nickel Company has applied in multiple jurisdictions to trademark the terms NetZero NickelTM, NetZero CobaltTM, NetZero IronTM and is pursuing the development of processes to allow the production of net zero carbon nickel, cobalt, and iron products. Canada Nickel provides investors with leverage to nickel in low political risk jurisdictions. Canada Nickel is currently anchored by its 100% owned flagship Crawford Nickel-Cobalt Sulphide Project in the heart of the prolific Timmins-Cochrane mining camp. For more information, please visit www.canadanickel.com. For further information, please contact: Mark Selby Cautionary Statement Concerning Forward-Looking Statements This news release contains certain information that may constitute "forward-looking information" under applicable Canadian securities legislation. Forward looking information in this news release includes, but is not limited to, the use of proceeds of the FT Offering and Unit Offering, the ability of the Corporation to obtain final approval of the TSX Venture Exchange, the tax treatment of the Flow-Through Shares, the timing of incurring the Qualifying Expenditures and the renunciation of the Qualifying Expenditures, and corporate and technical objectives. Forward-looking information is necessarily based upon several assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information. Factors that could affect the outcome include, among others: future prices and the supply of metals; the future demand for metals; the results of drilling; inability to raise the money necessary to incur the expenditures required to retain and advance the Corporation's properties; environmental liabilities (known and unknown); general business, economic, competitive, political and social uncertainties; results of exploration programs; risks of the mining industry; delays in obtaining governmental approvals; and failure to obtain regulatory or shareholder approvals. 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 information. Accordingly, readers should not place undue reliance on forward-looking information. All forward-looking information contained in this news release is given as of the date hereof and is based upon the opinions and estimates of management and information available to management as at the date hereof. Canada Nickel disclaims any intention or obligation to update or revise any forward-looking information, whether because of new information, future events or otherwise, except as required by law. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. SOURCE Canada Nickel Company Inc. | ||
Company Codes: TorontoVE:CNC |
