Mr. Mark Selby reports
CANADA NICKEL COMPLETES NON-BROKERED PRIVATE PLACEMENTS OF UNITS AND FLOW-THROUGH SHARES
Canada Nickel Company Inc. 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)) at a price of $1.06 per flow-through share and 2,201,259 units of the corporation at a price of 85 cents per unit for aggregate gross proceeds to the corporation of $6,371,565.15.
The units were issued to Agnico Eagle Mines Ltd. 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 warrant will entitle the holder to purchase one common share of the corporation at a price of $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). 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 Dec. 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 Dec. 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). 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 per cent of the corporation's market capitalization as calculated in accordance with MI 61-101.
About Canada Nickel Company Inc.
Canada Nickel 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 nickel, NetZero cobalt and NetZero iron, 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-per-cent-owned flagship Crawford nickel-cobalt sulphide project in the heart of the prolific Timmins-Cochrane mining camp.
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