(TheNewswire)
Montreal, Québec – TheNewswire - August 27, 2021 –Niocan Inc. - ( TSX-V: NIO)(“ Niocan ” or the “ Company ”) is pleased to announce that it hasengaged Palos Wealth Management (the “ Agent ”) inconnection with a best effort private placement of a minimum of 12,500,000 units (each, a “ Unit ”) and a maximum of 21,500,000 Units at a price of C$0.10 per Unit (the “ Offering ”),representing aggregate gross proceeds to Niocan of a minimum of C$1.25million and a maximum of C$2.15 million. Each Unit will consist of onecommon share of the Company (each a “ Common Share ”) andone-half of one Common Share purchase warrant (each full warrant,a “ Warrant ”). Each Warrant will be exercisable to acquire one CommonShare for a period of 24 months following the date of its issuance atan exercise price of C$0.12.
The Company has granted the Agent an option, on thesame terms and conditions as the Offering, exercisable at any timeprior to the Closing Date, to sell up to an additional 4,300,000 Units(the “ Agent’sOption ”). If the Agent’s Option is exercisedin full, the aggregate gross proceeds of the Offering would be C$2.58million.
In consideration of its services to Niocan, the Agentwill be entitled to receive a cash commission equal to 8% of the grossproceeds of the Offering plus broker warrants entitling it to purchasesuch number of Common Shares as is equal to 5% of the number of Unitsissued pursuant to the Offering, at a price of $0.15 per Common Shareand for a period of two years following their issuance. The Agent isconsidered a non-arm’s length party to Niocan as Niocan’sChairman, President and Chief Executive Officer, Hubert Marleau, isthe co-founder and a director of Palos Capital, the parent company ofthe Agent. Mr. Marleau has not participated in any discussions ordecisions regarding the engagement of the Agent by Niocan or the termsof such engagement.
The net proceeds of the Offering will be used forgeneral corporate purposes.
The Offering is anticipated to close on or aboutSeptember 13, 2021 and is subject to certain conditions including, butnot limited to, the receipt of all necessary regulatory approvals.
The Units are being issued to “accreditedinvestors” in Canada or otherwise on a prospectus exempt basis andwill be subject to a hold period of four months plus one day from thedate of their issuance.
This press release shall not constitute an offer tosell or the solicitation of an offer to buy nor shall there be anysale of the securities in the United States or in any otherjurisdiction in which such offer, solicitation or sale would beunlawful. The securities have not been registered under the U.S.Securities Act of 1933, as amended, and may not be offered or sold inthe United States absent registration or an applicable exemption fromthe registration requirements thereunder.
About Niocan
Niocan is an exploration and development company, witha focus on becoming a ferroniobium producer. The Company holds a niobiumproperty in Oka, Québec and other exploration properties in theProvince of Québec. Niocan’s Oka mining property consists of miningrights comprised of 49 claims covering 2,281 acres and its GreatWhale property consists of surface and mining rights covering 24,944acres on the Hudson Bay territory.
For more information on the Company, please refer tothe Company’s public documents available on SEDAR ( www.sedar.com ).
For more information, please contact:
Hubert Marleau
Chairman, President and Chief Executive Officer
niocan.investorinformation@gmail.com
514-560-7623
Neither the TSX Venture Exchange nor its RegulationServices Provider (as that term is defined in the policies of the TSXVenture Exchange) accepts responsibility for the adequacy or accuracyof this press release.
Cautionary Statement onForward-Looking Information
This news release containsforward-looking statements and forward-looking information (together,“forward looking statements”) within the meaning of applicableCanadian securities laws. Statements, other than statements ofhistorical facts, may be forward-looking statements. Generally,forward-looking statements can be identified by the use of terminologysuch as “plans”, “expects”, “estimates”, “intends”,“anticipates”, “believes” or variations of such words, orstatements that certain actions, events or results “may”,“could”, “would”, “might”, “will be taken”,“occur” or “be achieved”, the negative of these terms andsimilar terminology although not all forward-looking statementcontains these terms and phrases. Without limiting the generality ofthe foregoing statements, the Company meeting all conditions for atimely closing of the Offering, including obtaining all requiredapprovals, and the proposed proceeds from the Offering and theintended use thereof are forward looking statements. Forward-lookingstatements involve risks, uncertainties and other factors that couldcause actual results, performance, prospects and opportunities todiffer materially from those expressed or implied by suchforward-looking statements. These risk and uncertainties include, butare not limited to, the risk factors set out in Niocan’s annualand/or quarterly management discussion and analysis and in other ofits public disclosure documents filed on SEDAR at www.sedar.com, aswell as all assumptions regarding the foregoing. Although Niocanbelieves that the assumptions and factors used in preparing theforward-looking statements are reasonable, undue reliance should notbe placed on these statements, which only apply as of the date of thisnews release, and no assurance can be given that such events willoccur in the disclosed time frame or at all. Except where required byapplicable law, Niocan disclaims any intention or obligation to updateor revise any forward-looking statement, whether as a result of newinformation, future events or otherwise.
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