Canada Nickel Announces Private Placement of Flow-Through Shares for Gross Proceeds of C$4.5 Million, Bringing Aggregate Gross Proceeds from Private Placements to C$17.5 Million

TORONTO,ย June 23, 2025 โ€“ย Canada Nickel Company Inc.ย (โ€œCanada Nickelโ€ or the โ€œCompanyโ€œ) (TSXV:CNC)ย is pleased to announce a fully subscribed non-brokered private placement for the sale of 4,245,750 common shares of the Company that will qualify as โ€œflow-through sharesโ€ (as defined in subsection 66(15) of the Income Tax Act (Canada)) (the โ€œFT Sharesโ€œ) at a price ofย C$1.06ย per FT Share for gross proceeds of approximatelyย C$4,500,000ย (the โ€œFlow-Through Offeringโ€œ).

The Company is also pleased to announce that the Companyโ€™s previously announced โ€œbest effortsโ€ private placement (the โ€œBrokered Offeringโ€œ, and collectively with the Flow-Through Offering, the โ€œOfferingsโ€œ) is fully subscribed for the sale of 15,295,000 units of the Company (the โ€œUnitsโ€œ, and collectively with the FT Shares, the โ€œOffered Securitiesโ€œ) at a price ofย C$0.85ย per Unit (the โ€œUnit Priceโ€œ) for gross proceeds ofย C$13,000,750, which includes the gross proceeds from the full exercise of the Agentsโ€™ option. The aggregate gross proceeds to the Company from the Offerings will be approximatelyย C$17,500,750.

Each Unit will consist of one common share of the Company (each a โ€œUnit Shareโ€œ) and one-half of one common share purchase warrant (each whole warrant, a โ€œWarrantโ€œ). Each whole Warrant shall entitle the holder to purchase one common share of the Company (each, a โ€œWarrant Shareโ€œ) at a price ofย C$1.20ย at any time on or before that date which is 36 months after the Unit Closing Date (as defined herein).

Red Cloud Securities Inc. and Scotiabank are acting as co-lead agents and joint bookrunners, on behalf of a syndicate of agents (collectively, the โ€œAgentsโ€œ) in connection with the Brokered Offering. The Company plans to use the net proceeds of the Brokered Offering for the advancement of the Companyโ€™s wholly owned Crawford Nickel Sulphide Project as well as for working capital and general corporate purposes.

The gross proceeds from the Flow-Through Offering will be used by the Company to incur (or be deemed to incur) eligible resource exploration expenses that will qualify as (i) โ€œCanadian exploration expensesโ€ (as defined in the Income Tax Act (Canada)), (ii) โ€œflow-through critical mineral mining expendituresโ€ (as defined in subsection 127(9) of the Income Tax Act (Canada)), and (iii) โ€œeligibleย Ontarioย critical mineral exploration expendituresโ€ within the meaning of subsection 103(4.1) of the Taxation Act, 2007 (Ontario) (collectively, the โ€œQualifying Expendituresโ€œ). Qualifying Expenditures in an aggregate amount not less than the gross proceeds raised from the issuance of the FT Shares will be incurred (or deemed to be incurred) by the Company on or beforeย December 31, 2026, and will be renounced by the Company to the initial purchasers of the FT Shares with an effective date no later thanย December 31, 2025.

The Brokered Offering is scheduled to close on or aroundย June 26, 2025ย (the โ€œUnitย Closing Dateโ€œ). The closing of the Offerings are subject to certain conditions including, but not limited to, the listing of the Unit Shares, FT Shares and Warrant Shares on the TSX Venture Exchange (the โ€œTSX-Vโ€œ), and the receipt of all necessary approvals including the approval of the TSX-V. ย The non-brokered private placement of FT Shares is scheduled to close on or aroundย July 4th, 2025.

The Company shall pay to the Agents, on the Unit Closing Date, a cash commission of 6.0% of the gross proceeds raised in respect of the Brokered Offering (the โ€œAgentsโ€™ Commissionโ€œ) other than gross proceeds from sales to certain purchasers on a presidentโ€™s list, for which a reduced Agentโ€™s Commission of 3% of such proceeds shall be payable. In addition, at the Unit Closing Date, the Company shall issue to the Agents warrants of the Company (the โ€œBroker Warrantsโ€œ), exercisable for a period of 36 months following the Unit Closing Date, to acquire in aggregate that number of common shares of the Company which is equal to 6.0% of the number of Units sold under the Brokered Offering at an exercise price equal to the Unit Price, subject to a reduced number of Broker Warrants to be issued to the Agents as is equal to 3% of the number of Units sold to purchasers on the presidentโ€™s list.

The Offered Securities will be offered by way of private placement in all of the provinces ofย Canadaย pursuant to applicable exemptions from the prospectus requirements under applicable Canadian securities laws. The Units will also be offered (i) inย the United Statesย or to, or for the account or benefit of, U.S. persons, by way of private placement pursuant to the exemptions from the registration requirements provided for under the United States Securities Act of 1933, as amended (the โ€œU.S. Securities Actโ€œ); and (ii) in jurisdictions outside ofย Canadaย andย the United Statesย on a private placement or equivalent basis, in each case in accordance with all applicable laws, provided that no prospectus, registration statement or other similar document is required to be filed in such jurisdiction. The securities to be issued pursuant to the Offerings to purchasers inย Canadaย will be subject to a four-month hold period inย Canadaย pursuant to applicable Canadian securities laws. The Units are expected to be offered to purchasers outside ofย Canadaย pursuant to an exemption from the prospectus requirements inย Canadaย available under OSC Rule 72-503 โ€“ย Distributions Outside Canadaย and, accordingly, the securities to be issued pursuant to the Brokered Offering to purchasers outside ofย Canadaย are not expected to be subject to a four-month hold period inย Canada.

The securities offered have not been registered under the U.S. Securities Act, as amended, and may not be offered or sold inย the United Statesย absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

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 IronTMย 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 Nickel District. For more information, please visitย www.canadanickel.com.

For further information, please contact:
Mark Selby, CEO
Phone: 647-256-1954
Email:ย info@canadanickel.com

Cautionary Statement Concerning Forward Looking Statements

This press release contains certain information that may constitute โ€œforward-looking informationโ€ under applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward looking terminology such as โ€œplansโ€, โ€œexpectsโ€, or โ€œdoes not expectโ€, โ€œis expectedโ€, โ€œbudgetโ€, โ€œscheduledโ€, โ€œestimatesโ€, โ€œforecastsโ€, โ€œintendsโ€, โ€œanticipatesโ€, or โ€œdoes not anticipateโ€, or โ€œbelievesโ€ or variations of such words and phrases or state that certain actions, events or results โ€œmayโ€, โ€œcouldโ€, โ€œwouldโ€, โ€œmightโ€, or โ€œwill be takenโ€, โ€œoccurโ€, or โ€œbe achievedโ€. Forward looking information in this news release includes, but is not limited to: structure and terms of the Offerings, the anticipated closing date of the Brokered Offering, the intended use of proceeds of the Offerings, and approval of the Offerings by the TSX-V. Forward-looking information is necessarily based upon a number of 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 Companyโ€™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 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. Canada Nickel 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.

Neither TSX-V nor its Regulation Services Provider (as that term is defined in policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.

Featured Image @ Freepik

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