North American Nickel Announces Closing of Private Placement and Welcomes Contemporary Amperex Technology Co., Limited as New Strategic Investor
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
VANCOUVER, British Columbia, April 19, 2018 (GLOBE NEWSWIRE) -- North American Nickel Inc. (the "Company" or “NAN”) (TSX VENTURE:NAN) (OTCBB:WSCRF) (CUSIP:65704T 108) is pleased to announce that it has closed its previously announced non-brokered private placement (the "Placement") (See the Company’s news release dated March 29, 2018) of units of the Company ("Units"). Each Unit consists of one common share of the Company (each a "Common Share") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"), with each Warrant entitling the holder thereof to purchase one Common Share at an exercise price of $0.12 per Common Share for a period of 24 months from its date of issuance. Aggregate gross proceeds of $17,500,000.00, were raised through the issuance of 233,333,333 Units pursuant to the Placement. The Placement includes a $15,000,000 strategic investment from Contemporary Amperex Technology Co., Limited (“CATL”).
NAN CEO, Keith Morrison, commented: “It is a great pleasure to welcome CATL to NAN. CATL is a leading global manufacturer and technology developer of advanced Li-Ion batteries. Performance optimized Li-Ion batteries are contingent on increasing the amount of Ni in each battery cathode. CATL is very well positioned to benefit from the electrification of transportation in China and globally. This commitment from CATL alongside our existing institutional shareholders is a pivotal milestone for the Company. Now with our treasury, and the combined leadership of Dr. Peter Lightfoot and our experienced NiS exploration team, NAN will execute our 2018 plan - including drilling of high volumes of prospective melanorites at Maniitsoq, Greenland, drilling at our Post Creek property in Sudbury, Canada and aggressively evaluating new additional prospective NiS projects.”
CATL subscribed for a total of 200,000,000 Units under the Placement. CATL, an insider and a related party of the Company, now beneficially owns, or exercises control or direction over, 200,000,000 Common Shares constituting approximately 25.38% of the currently issued and outstanding Common Shares. CATL will have pre-emptive rights and the right to nominate one director to the board of directors of NAN. For further information regarding CATL please visit http://www.catlbattery.com.
Sentient Executive GP IV, Limited (in its capacity as the general partner of Sentient Global Resources Fund IV, L.P) (collectively, "Sentient") subscribed for a total of 13,333,333 Units under the Placement. Sentient, beneficially owns, or exercises control or direction over, 369,809,820 Common Shares constituting approximately 46.93% of the currently issued and outstanding Common Shares.
Due to the fact that Sentient is an insider and related party, its subscription is considered a "related party transaction" within the meaning of the TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(a) of MI 61-101 as no securities of the Company are listed or quoted on any of the markets specified in MI 61-101 and neither the fair market value of the Units nor the aggregate proceeds of the Placement exceeds 25% of the Company's market capitalization. The Company expects to file a material change report in respect of the Placement less than 21 days prior to the anticipated closing of the Placement, which the Company deems reasonable in the circumstances so as to be able to avail itself of the proceeds of the Placement in an expeditious manner.
The Units (and securities underlying the Units) issued under the Placement will be subject to a four-month and one day hold period from the date of closing of the Placement.
The closing of the Placement is subject to, among other things, approval of the TSX Venture Exchange (“TSXV”).
The Company intends to use the net proceeds of the Placement for the commencement of a work program and additional exploration and drilling activities to be completed at the Company's Maniitsoq project in Greenland and for general corporate and working capital purposes.
Paradigm Capital acted as advisor to the Company in connection with the Placement.
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.
About North American Nickel
North American Nickel is a mineral exploration company with 100% owned properties in Maniitsoq, Greenland and Sudbury, Ontario.
The Maniitsoq property in Greenland is a Camp scale permitted exploration project comprising 2,985 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 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-platinum group metal 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.
Cautionary Note Regarding Forward-looking Statements
This press release contains certain “forward-looking statements” and “forward-looking information” under applicable securities laws concerning the business, operations and financial performance and condition of the Company. Forward-looking statements and forward-looking information include, but are not limited to, statements with respect to the timing and completion of the Placement, and the availability of regulatory approvals for the Placement. Except for statements of historical fact relating to the Company, certain information contained herein constitutes forward-looking statements. Forward-looking statements are frequently characterized by words such as “plan,” “expect,” “project,” “intend,” “believe,” “anticipate”, “estimate” and other similar words, or statements that certain events or conditions “may” or “will” occur. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are based on a number of assumptions and subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. Many of these assumptions are based on factors and events that are not within the control of the Company and there is no assurance they will prove to be correct.
Factors that could cause actual results to vary materially from results anticipated by such forward-looking statements include the inability to obtain regulatory approvals required in relation to the Placement. The Company cautions that the foregoing list of important factors is not exhaustive. Investors and others who rely on forward-looking statements should carefully consider the above factors as well as the uncertainties they represent and the risk they entail. The Company believes that the expectations reflected in those forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this press release should not be unduly relied upon. These statements speak only as of the date of this press release. The Company undertakes no obligation to update forward-looking statements if circumstances or management’s estimates or opinions should change except as required by applicable securities laws.
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.
Statements about the Company's future expectations and all other statements in this press release other than historical facts are "forward looking statements" within the meaning of Section 27A of the U.S. Securities Act, Section 21E of the Securities Exchange Act of 1934 and as that term defined in the Private Litigation Reform Act of 1995. The Company intends that such forward-looking statements be subject to the safe harbours created thereby. Since these statements involve risks and uncertainties and are subject to change at any time, the Company's actual results may differ materially from the expected results.
ON BEHALF OF THE BOARD OF DIRECTORS
Mark Fedikow
President
North American Nickel Inc.
For more information contact:
North American Nickel Inc.
Jaclyn Ruptash
Corporate Communications
604-770-4334
Toll free: 1-866-816-0118
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.