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TORONTO, April 7, 2020 /CNW/ - Nickel Creek Platinum Corp.
(TSX:NCP) ("Nickel Creek" or the "Company") is pleased to announce
that it has closed Tranche 1 of its previously announced private
placement (the "Private Placement") pursuant to which the Company
issued a total of 13,436,635 units ("Units") for gross proceeds of
approximately $672 thousand. The
Units were priced at $0.05 with each
Unit consisting of one common share in the capital of the Company
(each, a "Common Share") and one (1) common share purchase warrant
(each, a "Warrant"), with each Warrant exercisable into one Common
Share (each, a "Warrant Share") at an exercise price of
$0.10 for a period of five (5) years
from the date of issuance, subject to adjustment upon certain
customary events.
As noted in the March 26, 2020
news release, the Company intends to complete the Private Placement
in two tranches. Tranche 1 has closed. Tranche 2 is expected to
close on or before June 5, 2020 and
will consist of approximately 30.6 million Units for aggregate
gross proceeds of approximately $1.5
million and up to approximately 27.3 million "flow-through"
units of the Company ("FT Units") at a price of $0.055 per FT Unit for aggregate proceeds of up
to approximately $1.5 million. Each
FT Unit will consist of one (1) "flow-through" common share (each a
"FT Share") and one (1) common share purchase warrant (each a "FT
Warrant"), with each FT Warrant exercisable for one common
share (each a "Warrant Share") at an exercise price of $0.10 for a period of five (5) years from the
date of issuance, subject to adjustment upon certain customary
events. Pursuant to section 607(g) of the Toronto Stock Exchange
Company Manual, the Company is required to obtain approval for
Tranche 2 of the Private Placement from holders of a majority of
the Common Shares, excluding those shares held by insiders
participating in the private placement, present in person or by
proxy at a shareholders meeting ("Disinterested Shareholder
Approval") on the basis that the Common Shares and Warrant Shares
issued or issuable in Tranche 2 of the Private Placement, when
aggregated with the Common Shares and Warrant Shares issued and
issuable pursuant to Tranche 1 of the Private Placement, (i) will
dilute the Company's issued and outstanding shares by greater than
25% and (ii) will result in the issuance of securities to insiders
of greater than 10% of the number of Company securities currently
outstanding. The Company intends to seek such Disinterested
Shareholder Approval at the Company's next annual general and
special meeting to be held on June 2,
2020.
In connection with the Private Placement, the Company's largest
shareholder, Electrum Strategic Opportunities Fund L.P., has agreed
to purchase any Units that are unsubscribed for under the Private
Placement up to a maximum backstop commitment of $2.2 million.
Pursuant to Multilateral Instrument 61-101 - Protection of
Minority Security Holders in Special Transactions ("MI
61-101"), the Private Placement constitutes a "related party
transaction" as insiders of the Company will subscribe for Units.
These transactions will be exempt from the formal valuation and
minority shareholder approval requirements of MI 61-101, as the
fair market value of any Units subscribed for by insiders pursuant
to the Private Placement does not exceed 25% of the Company's
market capitalization.
The closing of the Private Placement is subject to the receipt
of the Disinterested Shareholder Approval (in the case of Tranche 2
only) and remains subject to the approval of the Toronto Stock
Exchange and other customary closing conditions.
The net proceeds from the Private Placement will be used to fund
the investigation of strategic transactions, ongoing permitting
activities and holding costs at Nickel Shäw project, general
corporate and working capital purposes, and a 2020 field
exploration program. The gross proceeds from the sale and issue of
any FT Units will be used by the Company to incur "Canadian
exploration expenses" that will qualify as "flow-through mining
expenditures", each as defined under the Income Tax Act
(Canada).
Units and FT Units will be issued on a private placement basis
pursuant to applicable exemptions from prospectus requirements
under applicable securities laws. The securities issued pursuant to
the Private Placement will be subject to a statutory hold period of
four months and one day from the date of issuance.
This news release shall not constitute an offer to sell or the
solicitation of an offer to buy the securities in the United States nor shall there be any sale
of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful. The securities have not
been and will not be registered under the United States Securities
Act of 1933, as amended (the "1933 Act"), or any state securities
laws and may not be offered or sold in the United States unless registered under the
1933 Act and any applicable securities laws of any state of
the United States or an applicable
exemption from the registration requirements is available.
About Nickel Creek Platinum Corp.
Nickel Creek Platinum Corp. (TSX: NCP; OTCQB: NCPCF) is a
Canadian mining exploration and development company and its
flagship asset is its 100%-owned Nickel Shäw Project. The Nickel
Shäw Project is a large undeveloped nickel sulphide project in one
of the most favourable jurisdictions in the world, with a unique
mix of metals including copper, cobalt and platinum group metals.
The Nickel Shäw project has exceptional access to infrastructure
and is located three hours west of Whitehorse via the paved Alaska Highway, which further offers
year-round access to deep-sea shipping ports in southern
Alaska. The Company is also investigating other opportunities
for shareholder value creation.
The Company is led by a management team with a proven track
record of successful discovery, development, financing and
operation of large-scale projects. Our vision is to create value
for our shareholders by becoming a leading North American nickel,
copper, cobalt and PGM producer.
Cautionary Note Regarding Forward-Looking Information
This news release includes certain information that may be
deemed "forward-looking information". Forward-looking information
can generally be identified by the use of forward-looking
terminology such as "may", "will", "expect", "intend", "believe",
"continue", "plans" or similar terminology, or negative
connotations thereof. All information in this release, other than
information of historical facts, including, without limitation,
statements relating to the Private Placement and the timing of
closing of the Private Placement, statements with respect to the
Company's 2020 exploration program, drilling, geophysics and
sampling programs (and the results and potential results thereof),
and general future plans and objectives for the Company and the
Nickel Shäw Project, are forward-looking information that involve
various risks and uncertainties. Although the Company believes that
the expectations expressed in such forward-looking information are
based on reasonable assumptions, such expectations are not
guarantees of future performance and actual results or developments
may differ materially from those in the forward-looking
information.
For more information on the Company and the key assumptions,
risks and challenges with respect to the forward-looking
information discussed herein, and about our business in general,
investors should review the Company's most recently filed annual
information form, and other continuous disclosure filings which are
available at www.sedar.com. Readers are cautioned not to place
undue reliance on forward-looking information. The Company does not
undertake to update any forward-looking information, except in
accordance with applicable securities laws.
For more information on the Company and the key assumptions,
risks and challenges with respect to the forward-looking
information discussed herein, and about our business in general,
investors should review the Company's most recently filed annual
information form, and other continuous disclosure filings which are
available at www.sedar.com. Readers are cautioned not to place
undue reliance on forward-looking information. The Company does not
undertake to update any forward-looking information, except in
accordance with applicable securities laws.
SOURCE Nickel Creek Platinum Corp.