
Canada Nickel Company Inc. (TSX-V: CNC) is pleased to announce that it has completed its previously announced non-brokered private placements of 4,245,750 common shares of the Corporation that will qualify as “flow-through shares” (as defined in subsection 66(15) of the Income Tax Act (Canada)), at a price of C$1.06 per Flow-Through Share, and 2,201,259 units of the Corporation at a price of $0.85 per Unit, for aggregate gross proceeds to the Corporation of C$6,371,565.15.
The Units were issued to Agnico Eagle Mines Limited following the exercise of its pro rata participation rights in respect of the Corporation’s brokered private placement that closed on June 26, 2025. Each Unit consists of one common share of the Corporation and one-half of one common share purchase warrant. Each Warrant will entitle the holder to purchase one common share of the Corporation at a price of C$1.20 until July 7, 2028. The Corporation plans to use the net proceeds of the Unit Offering for the advancement of the Corporation’s wholly owned Crawford Nickel Sulphide Project as well as for working capital and general corporate purposes.
The gross proceeds from the FT Offering will be used by the Corporation to incur (or be deemed to incur) eligible resource exploration expenses which 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). Qualifying Expenditures in an aggregate amount not less than the gross proceeds raised from the issue of the Flow-Through Shares will be incurred (or deemed to be incurred) by the Corporation on or before December 31, 2026, and will be renounced by the Corporation to the initial purchasers of the Flow-Through Shares with an effective date no later than December 31, 2025.
All securities issued under the FT Offering and the Unit Offering are subject to a hold period expiring four months and one day from the issue date in accordance with applicable Canadian securities laws.
The FT Offering and Unit Offering are subject to the final approval of the TSX Venture Exchange.
David Smith, Chairman of the Corporation, subscribed for 283,000 Flow-Through Shares under the FT Offering on the same terms as arm’s length investors. The participation of Mr. Smith in the FT Offering constitutes a “related party transaction” for the purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions. The issuance of the Units to Agnico Eagle also constitutes a “related party transaction” for the purposes of MI 61-101. The Corporation is exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with the FT Offering and the Unit 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 Mr. Smith and Agnico Eagle, nor the fair market value of the consideration for the securities issued to Mr. Smith and Agnico Eagle exceeds 25% of the Corporation’s market capitalization as calculated in accordance with MI 61-101.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
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-Cochrane mining camp.
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