North American Nickel Closes Second and Final Tranche of Non-Brokered Private Placement Financing
Vancouver, British Columbia--(Newsfile Corp. - August 31, 2020) - North American Nickel Inc. (TSXV: NAN) (OTCBB: WSCRF) (CUSIP: 65704T 405) (the "Company" or "NAN") is pleased to announce that it has closed the second and final tranche of its previously announced non-brokered private placement consisting of an aggregate of 5,661,780 units of the Company (the "Units") at a price of $0.07 per Unit, for aggregate gross proceeds of $396,324.60 (the "Second Tranche").
The first tranche closed on August 13, 2020 and consisted of the sale 15,481,077 Units for gross proceeds of $1,083,675.39 (the "First Tranche"). Together with the First Tranche, the Company issued a total of 21,142,857 Units for aggregate gross proceeds of $1,479,999.99 (the "Placement"). Each Unit is comprised of one common share in the capital of the Company (a "Common Share") and one transferable common share purchase warrant (a "Warrant") of the Company. Each Warrant will entitle the holder thereof to acquire one Common Share at an exercise price of $0.09 per Common Share for a period of twenty-four (24) months following the closing date of the Placement.
In the event that the closing market price of the Common Shares on the TSX Venture Exchange ("TSXV") is greater than $0.12 per Common Share for a period of ten (10) consecutive trading days any time after the four-month anniversary of the closing of the Placement, the Company may deliver a notice (the "Acceleration Notice") to the holder notifying the holder that the Warrants must be exercised within thirty (30) calendar days from the date of the Acceleration Notice, otherwise the Warrants will expire at 5:00 p.m. (Toronto time) on the thirtieth (30th) calendar day after the date of the Acceleration Notice.
In connection with the Second Tranche, the Company paid a finder (the "Finder") a cash payment in the aggregate amount of $1,680.00, equal to 6% of the gross proceeds raised by the Finder under the Second Tranche, and also issued the Finder an aggregate of 24,000 common share purchase warrants (each a, "Finder's Warrant", collectively the "Finder's Warrants"), equal to 6% of the number of Units attributable to the Finder pursuant to the Second Tranche. Each Finder's Warrant entitles the Finder to acquire one Common Share at an exercise price of $0.09 for a period of twenty-four (24) months following the closing date of the Placement.
The Units (and securities underlying the Units) and the Finder's Warrants issued pursuant to the Placement will be subject to a four-month and one day hold period from the closing date of the Placement. The closing of the Placement is subject to, among other things, approval of the TSXV.
Insiders of the Company subscribed for a total of 1,956,338 Units of the Company under the Placement. Each subscription by an "insider" constitutes a related party transaction as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") and TSXV Policy 5.9 - Protection of Minority Security Holders in Special Transactions. The issuance of securities to the related parties is exempt from the formal valuation requirements of Section 5.4 of MI 61-101 pursuant to Subsection 5.5(b) of MI 61-101 and exempt from the minority shareholder approval requirements of Section 5.6 of MI 61-101 pursuant to Subsection 5.7(b) of MI 61-101. The Company did not file a material change report 21 days prior to the closing of the Placement as the details of the participation of insiders of the Company had not been confirmed at that time.
The Company intends to allocate a portion of the gross proceeds of the Placement for continued investment in Premium Nickel Resources, as well as advancing exploration activity in Morocco and Greenland, and for general corporate and working capital purposes.
This press release does not constitute an offer of securities for sale in the United States or to "U.S. persons" ("U.S. persons"), as such term is defined in Regulation S promulgated under the United States Securities Act of 1933, as amended, (the "U.S. Securities Act"). The securities being offered have not been, nor will be, registered under the U.S. Securities Act or any state securities laws, and may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from such registration requirements.
The Company has granted incentive stock options to certain officers of the Company to purchase up to 1,200,000 common shares in the capital of the Company pursuant to the Company's stock option plan. All of the options are exercisable for a period of five years at an exercise price of $0.09 per share.
About North American Nickel
North American Nickel is a mineral exploration company with 100% owned properties in Maniitsoq, Greenland and Ontario, Canada. In 2019 the Company became a founding shareholder in Premium Nickel Resources ("PNR") a private Canadian company, to provide direct exposure to Ni-Cu-Co opportunities in the southern African region. PNR has submitted an Indicative Offer to acquire the assets, currently in liquidation, formerly operated by Bamangwato Concessions Limited ("BCL") in Botswana. In addition, the Company is expanding its area of exploration interest into Morocco and building a relationship with the Office National des Hydrocarbures et des Mines ("ONHYM"), the leading resource crown corporation and the single largest permit holder in Morocco.
The Maniitsoq property in Greenland is a Camp scale permitted exploration project comprising 3,048 square km covering numerous high-grade nickel-copper + cobalt sulphide occurrences associated with norite and other mafic-ultramafic intrusions of the Greenland Norite Belt ("GNB"). The >75km-long belt is situated along, and near, the southwest coast of Greenland and is accessible from the existing Seqi deep water port with an all year-round shipping season and hydroelectric power potential from a quantified watershed.
The Post Creek/Halcyon property in Sudbury is strategically located adjacent to the past producing Podolsky copper-nickel-precious metal sulphide deposit of KGHM International Ltd. The property lies along the extension of the Whistle Offset dyke structure. Such geological structures host major Ni-Cu-PGM deposits and producing mines within the Sudbury Camp.
The Company acquired 100% ownership of property near the southern extent of the Lingman Lake Greenstone Belt in northwest Ontario known as Lingman Nickel and in the Quetico region near Thunder Bay Ontario. The acquisition of these properties is part of the Company's strategy to develop a pipeline of new nickel projects. The Company is evaluating direct and indirect nickel asset acquisition opportunities globally.
ON BEHALF OF THE BOARD OF DIRECTORS
Chief Executive Officer
North American Nickel Inc.
For more information contact:
North American Nickel Inc.
+1 (604) 770-4334
Toll free: 1-866-816-0118
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 STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release includes certain "forward-looking statements" and "forward-looking information" under applicable Canadian securities legislation concerning the business, operations and financial performance and condition of the Company. Forward-looking statements and forward-looking information includes, but is not limited to, statements about the ability of the Company to access capital to satisfy the fees and expenditures under the earn-in agreement, the ability of the Company to complete the expenditures under the earn-in agreement, spending commitments, the success of exploration activities, the future economics of minerals including nickel and copper, the benefits of the development potential of the properties of the Company, the benefits of drilling and advancement of projects, engagement and dialogue with First Nations groups and formalizing the scope of work. Forward-looking information is necessarily based upon a number of estimates and 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, including the risks identified in the Company's disclosure documents available at www.sedar.com. 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 press 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. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.
Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be anticipated, estimated or intended. Statements concerning mineral reserve and resource estimates may also be deemed to constitute forward-looking statements to the extent they involve estimates of the mineralization that will be encountered if the property is developed.
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