Mr. Keith Morrison reports

NORTH AMERICAN NICKEL INC. CLOSES PREVIOUSLY ANNOUNCED "BEST EFFORTS" PRIVATE PLACEMENT OF $10.1 MILLION OF SUBSCRIPTION RECEIPTS

North American Nickel Inc. has closed its previously announced best efforts private placement offering of 21,118,000 subscription receipts at a price of 48 cents per subscription receipt, including the partial exercise of the agents' option, for total gross proceeds of $10,136,640. Paradigm Capital Inc. acted as lead agent and sole bookrunner of the offering, on behalf of a syndicate of agents that included Infor Financial Inc.

Each subscription receipt shall be deemed to be automatically exercised, without payment of any additional consideration and without further action on the part of the holder thereof, into one common share of the company, on a one-for-one basis, upon satisfaction of the escrow release conditions (as defined below), subject to adjustment in certain events.

The subscription receipts and the underlying common shares of the company that are issuable following the satisfaction of the escrow release conditions will be subject to a statutory hold period expiring four months and one day from the closing date of the offering in accordance with applicable Canadian securities laws.

Subject to the satisfaction of the escrow release conditions (as defined below), the net proceeds from the offering will be used to finance exploration and development, for working capital, and for general corporate purposes.

Proposed reverse takeover (RTO) transaction

The company has entered into a definitive amalgamation agreement with Premium Nickel Resources Corp. (PNR), which provides the terms and conditions upon which PNR will complete a go-public transaction by way of a reverse takeover of North American Nickel under the policies of the TSX Venture Exchange. Pursuant to the amalgamation agreement, the RTO transaction will be completed by way of a triangular amalgamation under the laws of the Province of Ontario involving PNR, the company and 1000178269 Ontario Inc., a wholly owned subsidiary of the company, which will result in the creation of a combined entity that will be a wholly owned subsidiary the company. In this news release, references to the resulting issuer are to the company after the closing of the RTO transaction.

Pursuant to the policies of the exchange, PNR is a non-arm's-length party of the company, due to certain interlocking directors and officers of PNR and the company. The company currently holds approximately 8.9 per cent of the outstanding common shares of PNR, on a basic, undiluted basis, and a warrant entitling the company to purchase an additional 15 per cent of the equity of PNR, on an undiluted basis, for $10-million (U.S.), until Feb. 26, 2025. In connection with the RTO transaction, the company and PNR entered into a waiver and suspension agreement, whereby the company agreed to suspend its exercise privileges under the 15-per-cent warrant until the later of the 61st calendar day following the date of the amalgamation agreement and the date the amalgamation agreement is terminated.

In connection with the proposed RTO transaction, the company will be seeking the requisite shareholder and regulatory approvals to, among other things: (i) reconstitute the board of the resulting issuer; (ii) change the name and stock ticker symbol of the resulting issuer as part of the RTO transaction to such name and ticker symbol as may be requested by PNR, acting reasonably; and (iii) consolidate the common shares of the resulting issuer on the basis of one postconsolidation common share of the company for each five preconsolidation common shares of the company.

The gross proceeds of the offering, less 100 per cent of the expenses of the agents payable by the company pursuant to the terms of the agency agreement dated April 28, 2022, among the company, PNR and the agents, but including the cash commission of the agents, were delivered to and will be held by Computershare Trust Company of Canada, and invested in an interest-bearing account pursuant to the terms and conditions of the subscription receipt agreement dated as of April 28, 2022, among the company, the lead agent (on behalf of the agents) and the escrow agent. The escrowed funds will be held in escrow pending the earlier of: (i) the satisfaction of the escrow release conditions; and (ii) the occurrence of a termination event (as defined below).

If: (i) the escrow release conditions are not satisfied or waived (as applicable) on or before 5 p.m. Toronto time on that date that is 120 days following the closing date; (ii) the amalgamation agreement has been terminated in accordance with its terms; or (iii) prior to the escrow release deadline, the company advises the agents and the escrow agent or announces to the public that it does not intend to satisfy the escrow release conditions, the escrowed funds (plus any interest accrued thereon) shall be returned to the holders of the subscription receipts on a pro rata basis and the subscription receipts will be cancelled without any further action on the part of the holders. To the extent that the escrowed funds are not sufficient to refund the aggregate issue price paid by the holders of the subscription receipts, the company shall be responsible and liable to contribute such amounts as are necessary to satisfy any shortfall.

For the purposes hereof, escrow release conditions shall mean each of the following conditions, which conditions may be waived in whole or in part jointly by the company and the lead agent:

• Receipt of all required corporate, shareholder, regulatory and third party approvals, if any, required in connection with the offering and the RTO transaction;
• The completion, satisfaction or waiver of all conditions precedent, undertakings and other matters to be satisfied, completed and otherwise met, or prior to the completion of the RTO transaction (other than delivery of standard closing documentation) have been satisfied or waived in accordance with the definitive agreement relating to the RTO transaction, to the satisfaction of the agents acting reasonably (other than the release of the escrowed funds);
• Written confirmation to the agents from each of the company and PNR that all conditions of the RTO transaction have been satisfied or waived, other than the release of the escrowed funds, and that the RTO transaction shall be completed without undue delay upon release of the escrowed funds;
• The common shares of the resulting issuer being conditionally approved for listing on the exchange and any relevant listing documents having been accepted for filing with the exchange;
• The company and the lead agent having delivered a joint notice and direction to the escrow agent, confirming that the conditions set forth above have been satisfied or waived.

About North American Nickel Inc.

North American Nickel is a mineral exploration company with 100-per-cent-owned properties in Maniitsoq, Greenland, and Ontario, Canada. In 2019, the company became a founding shareholder in PNR to provide direct exposure to Ni-Cu-Co (nickel-copper-cobalt) opportunities in the southern African region. Simultaneously, North American Nickel is expanding its area of exploration interest into Morocco.

The Maniitsoq property in Greenland is a camp-scale permitted exploration project comprising 3,048 square kilometres covering numerous high-grade nickel-copper-plus-cobalt sulphide occurrences associated with norite and other mafic-ultramafic intrusions of the Greenland norite belt (GNB). The over-75-kilometre-long belt is situated along, and near, the southwest coast of Greenland and is accessible from the existing Seqi deepwater 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 dike structure. Such geological structures host major Ni-Cu-PGM (nickel-copper-platinum-group-metal) deposits and producing mines within the Sudbury camp.

North American Nickel acquired a 100-per-cent 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, Ont. The acquisition of these properties is part of North American Nickel's strategy to develop a pipeline of new nickel projects. North American Nickel is evaluating direct and indirect nickel asset acquisition opportunities globally.

About Premium Nickel Resources Corp.

PNR is a Canadian company dedicated to the exploration and development of high-quality Ni-Cu-Co resources. PNR believes that the medium-to-long-term demand for these metals will grow through continued global urbanization and the increasing replacement of internal combustion engines with electric motors. Importantly, these metals are key to a low-carbon future.

PNR maintains a skilled team with strong financial, technical and operational expertise to take an asset from discovery to exploration to mining.

PNR has focused its efforts on discovering world-class nickel sulphide assets in jurisdictions with rule of law fitting a strict criteria that comply with PNR's values and principles, which stand up against the highest acceptable industry standards. PNR is committed to governance through transparent accountability and open communication within its team and its stakeholders.

PNR closed its acquisition of the Selebi and Selebi North Ni-Cu-Co mines on Jan. 31, 2022. The Selebi mines include two shafts and related infrastructure (rail, power and water). Shaft sinking and plant construction started in 1970. Mining concluded in October, 2016, when the operations were placed on care and maintenance due to a failure in the separate Phikwe processing facility. The Selebi mines were subsequently placed under liquidation in 2017.

The proposed work plan for the Selebi mines includes diamond drilling, which is expected to be continuing for up to 18 months. During that time, additional metallurgical samples will be collected and sent for more detailed studies. The underground infrastructure at Selebi North will be upgraded to support the underground drilling program, as well as improve health and safety at Selebi North.

We seek Safe Harbor.