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TORONTO, April 26, 2021 /CNW/ - Nickel Creek Platinum
Corp. (TSX: NCP) ("Nickel Creek" or the "Company") is
pleased to announce that it has closed its previously announced
private placement (the "Private Placement") pursuant to
which the Company is issuing a total of 31,753,222 units
("Units") for gross proceeds of approximately $2.9 million and 6,363,635 "flow-through" units
("FT Units") for gross aggregate proceeds to the Company of
$0.7 million, for total gross
proceeds of approximately $3.6
million.
The Units were priced at $0.09
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 $0.15 for a
period of five (5) years from the date of issuance, subject to
adjustment upon certain customary events. Each FT Unit was
priced at $0.11 with each FT Unit
consisting of one "flow-through" common share (each, a "FT
Share") and one common share purchase warrant (each, a "FT
Warrant"), with each FT Warrant exercisable for one common
share (each, a "FT Warrant Share") at an exercise
price of $0.15 for a period of five
(5) years from the date of issuance, subject to adjustment upon
certain customary events.
The Company is pleased to announce that its two largest
shareholders participated in the Private Placement, as Electrum
Strategic Opportunities Fund L.P. ("Electrum") acquired
11,881,000 Units, and Drake Private Investments LLC
("Drake") acquired 4,444,444 Units. Further, Igor
Orishchenko, an existing shareholder, agreed to acquire 7,000,000
Units as part of the financing. Together, the strong support of
these three existing shareholders represents approximately 60% of
the Private Placement.
Stuart Harshaw, President and
Chief Executive Officer of Nickel Creek, commented: "The
participation of Electrum, Drake and Mr. Orishchenko in this
Private Placement demonstrates significant endorsement for our
flagship Nickel Shäw Project by our existing shareholders. We are
pleased to be part of their high-quality portfolio and thank them
for their continued support."
All shares and warrants issued under the Private Placement will
be subject to a statutory four-month hold period from the date of
closing.
In connection with the issuance of 5,000,000 Units and 6,363,635
FT Units, certain finders will receive payment of a finder's fee
equal to 6% of the gross proceeds received by the Company from the
sale of Units and FT Units, which finder's fees were payable in
Units at an implied issue price of the Units.
The Warrants and FT Warrants, if exercised in full by the
holders thereof, would represent additional gross proceeds to the
Company of approximately $5.8
million.
The gross proceeds from the Private Placement will be used to
fund the Company's 2021 exploration program, the investigation of
strategic opportunities, ongoing permitting activities and holding
costs at the Nickel Shäw Project, and for general corporate
expenses and working capital purposes, with any gross proceeds
derived from the sale of any FT Units being used by the Company
solely to fund "Canadian exploration expenses" that will qualify as
"flow-through mining expenditures", each as defined under the
Income Tax Act (Canada).
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 Electrum and Drake (and certain other insiders of
the Company) have subscribed for Units. These transactions are
exempt from the formal valuation and minority shareholder approval
requirements of MI 61-101, as the fair market value of any Units or
FT Units subscribed for by insiders pursuant to the Private
Placement do not exceed 10% of the Company's market
capitalization.
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,
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 with respect to the Company's 2021 exploration program
(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.
SOURCE Nickel Creek Platinum Corp.