(TheNewswire)
Montreal, Québec – TheNewswire - February 18, 2022 – Niocan Inc. (TSXV:NIO) (OTC:NIOCF) (“ Niocan ” or the“ Company ”) announces its intention to strengthen its balance sheetthrough a combination of converting into equity and deferring thematurity date of long-term debt owing to Nio-Metals Holdings LLC(“ Nio-Metals ”), one of its principal shareholders.
Pursuant to the terms of the agreement in principleentered into between the Company and Nio-Metals, approximately$3,573,521 in principal and accrued interest owing under the terms ofa secured debenture initially issued by the Company to Nio-Metals onFebruary 19, 2013 will be converted into an aggregate of 23,823,470common shares of the Company (the “Repayment Shares”) at an issueprice of $0.15 per share in full repayment thereof. Moreover, thematurity date of a loan made to the Company by Nio-Metals on March 17,2021 in the principal amount of $500,000 will be extended from March17, 2023 to March 17, 2024. This transaction will enable the Companyto preserve its cash for use on its existing and new projects and forworking ? capital .
The Repayment Shares will be subject to a four-monthhold ? period under Canadian securitieslaws. ?
The foregoing transaction is subject to negotiation andexecution of definitive documentation, as well as regulatory approvalfrom the TSX Venture Exchange. Moreover, pursuant to MultilateralInstrument 61-101 - Protection of Minority Security Holders in SpecialTransactions (“MI 61-101”), such transaction constitutes a"related party transaction" as Nio-Metals currently holds24.7% of the issued and outstanding common shares of the Company.However, the Company is exempt from the requirement to obtain minorityapproval of such transaction in reliance on the financial hardshipexemption set forth in section 5.7(1)(e) of MI 61-101.
Further details regarding the foregoing transactionwill be included in a material change report to be filed by theCompany. The material change report will be filed less than 21days before the closing of the transaction as the Company would liketo proceed with the transaction in a timely manner.
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. Forward-looking statements involverisks, uncertainties and other factors that could cause actualresults, performance, prospects and opportunities to differ materiallyfrom those expressed or implied by such forward-looking statements.These risks and uncertainties include, but are not limited to, therisk factors set out in Niocan’s annual and/or quarterly managementdiscussion and analysis and in other of its public disclosuredocuments filed on SEDAR at www.sedar.com, as well as all assumptionsregarding the foregoing. Although Niocan believes that the assumptionsand factors used in preparing the forward-looking statements arereasonable, undue reliance should not be placed on these statements,which only apply as of the date of this news release, and no assurancecan be given that such events will occur in the disclosed time frameor at all. Except where required by applicable law, Niocan disclaimsany intention or obligation to update or revise any forward-lookingstatement, whether as a result of new information, future events orotherwise.
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