Canada Nickel Announces Closing of Brokered Private Placement for Gross Proceeds of C$13 Million and Provides Update on Additional Financings Bringing Aggregate Gross Proceeds from Private Placeme...

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TORONTO, June 26, 2025 /CNW/ - Canada Nickel Company Inc. ("Canada Nickel" or the "Company") (TSXV: CNC) is pleased to announce the closing of the Company's previously announced "best efforts" private placement (the "Brokered Offering") for gross proceeds of C$13,000,750, which includes the full exercise of the agent's option. Under the Brokered Offering, the Company sold 15,295,000 units of the Company (the "Brokered Units") at a price of C$0.85 per Brokered Unit.

Each Brokered Unit consists of one common share of the Company and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder to purchase one common share of the Company at a price of C$1.20 at any time on or before June 26, 2028.

Red Cloud Securities Inc. and Scotiabank acted as co-lead agents and joint bookrunners, on behalf of a syndicate of agents that included Cormark Securities Inc. and Haywood Securities Inc. (collectively, the "Agents") in connection with the Brokered Offering. As consideration for their services in the Brokered Offering, the Agents received a cash commission of approximately C$649,527 and were issued 764,148 non-transferable common share purchase warrants (the "Broker Warrants"). Each Broker Warrant is exercisable into one common share of the Company at a price of C$0.85 per at any time on or before June 26, 2028.

The Company also paid a cash finders' fee of C$22,193 and issued an aggregate of 26,109 non-transferrable finders' warrants (the "Finder Warrants") to certain other eligible parties who introduced subscribers to the Brokered Offering. Each Finder Warrant is exercisable into one common share of the Company at a price of C$0.85 per at any time on or before June 26, 2028.

The Company is also pleased to announce that Agnico Eagle Mines Limited ("Agnico Eagle") has notified the Company that it intends to exercise its pro rata equity participation right pursuant to the investor rights agreement between Agnico Eagle and the Company dated December 29, 2023 and purchase 2,201,259 units of the Company (the "Non-Brokered Units ") at a price of C$0.85 per Non-Brokered Unit under a non-brokered private placement (the "Non-Brokered Placement") for additional gross proceeds to the Company of approximately C$1,871,070. Each Non-Brokered Unit will consist of one common share of the Company and one-half of one common share purchase warrant (each whole warrant, a "Non-Brokered Warrant"). Each Non-Brokered Warrant will entitle the holder to purchase one common share of the Company at a price of C$1.20 at any time on or before that date which is 36 months after the closing date of the Non-Brokered Placement. Following the closing of the Offerings (as defined herein), it is estimated that Agnico Eagle will hold approximately 10.1% of the Company's issued and outstanding common shares on a non-diluted basis, and 13.3% on a partially-diluted basis (assuming exercise of all the warrants of the Company that will be held by Agnico Eagle).

As announced on June 23, 2025, the Company's non-brokered private placement (the "Flow-Through Offering", and collectively with the Brokered Offering and Non-Brokered Placement, the "Offerings") for the sale of 4,245,750 common shares of the Company that qualify as "flow-through shares" (as defined in subsection 66(15) of the Income Tax Act (Canada)) (the "FT Shares", and collectively with the Brokered Units and Non-Brokered Units, the "Offered Securities") at a price of C$1.06 per FT Share for gross proceeds of C$4,500,495 is fully subscribed. The aggregate gross proceeds to the Company from the Offerings will be approximately C$19,372,315.

The Company plans to use the net proceeds of the Brokered Offering and the Non-Brokered Placement for the advancement of the Company'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) "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) (collectively, the "Qualifying Expenditures"). 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 before December 31, 2026, and will be renounced by the Company to the initial purchasers of the FT Shares with an effective date no later than December 31, 2025.

The Brokered Offering remains subject to the final approval of the TSX Venture Exchange (the "TSX-V"). Both the Flow-Through Offering and Non-Brokered Placement are scheduled to close on or around July 4, 2025, subject to receipt of all required approvals, including the approval of the TSX-V.

The securities issued or to be issued pursuant to the Offerings to purchasers in Canada are or will be subject to a four-month hold period in Canada pursuant to applicable Canadian securities laws. The Brokered Units were offered to purchasers outside of Canada pursuant to an exemption from the prospectus requirements in Canada available under OSC Rule 72-503 – Distributions Outside Canada and, accordingly, the securities issued pursuant to the Brokered Offering to purchasers outside of Canada are not subject to a four-month hold period in Canada. The Broker Warrants, the Finder Warrants and the securities issuable upon exercise thereof are subject to a four-month hold period pursuant to applicable Canadian securities laws.

Certain directors of the Company subscribed for an aggregate 435,295 Brokered Units under the Brokered Offering on the same terms as arm's length investors. The participation of the directors in the Brokered Offering constitutes a "related party transaction" for the purposes of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with the Brokered 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 the directors nor the fair market value of the consideration for the securities issued to the directors exceeds 25% of the Company's market capitalization as calculated in accordance with MI 61-101. The Company did not file a material change report containing all of the disclosure required by MI 61-101 more than 21 days before the expected closing date of the Brokered Offering as the aforementioned insider participation had not been confirmed at that time and the Company wished to close the Brokered Offering as expeditiously as possible.

The securities offered have not been registered under the U.S. Securities Act, and may not be offered or sold in the United States 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 IronTM 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 visit www.canadanickel.com.

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

Cautionary Statement Concerning Forward-Looking Statements

This press release contains certain information that may constitute "forward-looking information" under applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects", or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "does not anticipate", or "believes" or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might", or "will be taken", "occur", or "be achieved". Forward-looking information in this press release includes, but is not limited to: structure and terms of the Flow-Through Offering and Non-Brokered Placement, the anticipated closing date of the FT Offering and the Non-Brokered Placement, 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 Company'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.

SOURCE Canada Nickel Company Inc.