North American Nickel Announces Closing of Equity Financing
NORTH AMERICAN NICKEL INC.
2200-1055 W. Hastings Street
Vancouver, BC
V6E 2E9
Tel: (604) 770-4334
Toll Free: 1-866-816-0118
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES
NORTH AMERICAN NICKEL ANNOUNCES CLOSING OF EQUITY
FINANCING
Vancouver, British Columbia, June 8, 2017 – North American Nickel Inc. (TSX VENTURE: NAN)
(OTCBB: WSCRF) (CUSIP: 65704T 108) (the " Company") announces that it has closed its previously
announced marketed offering of units (“ Units”) of the Company for total gross proceeds of $10,877,312.47
(the "Offering"). The Company has issued under the Offering 145,030,833 Units at a price of $0.075 per
Unit. Each Unit consis ts of one common share in the capital of the Company (a " Common Share ") and
one-half of one common share purchase warrant of the Company (each whole common share purchase
warrant, a " Warrant "). Each Warrant will entitle the holder thereof to acquire one Co mmon Share at any
time prior to 5:00 p.m. (Toronto time) on the date that is twenty -four (24) months following the date of issue,
at an exercise price of $0.12.
The Offering was completed through Paradigm Capital Inc. (the “ Agent”), acting as agent. A cash fee equal
to 7.0% of the gross aggregate proceeds realized by the Company in respect of the sale of the Units by the
Agent (excluding any proceeds raised from the sale of Units to purchasers on the Company's president’s
list) as well as compensation optio ns equal to 5.0% of the number of Units sold by the Agent (excluding
any Units sold to purchasers on the Company's president’s list), were paid to the Agent in conjunction with
the Offering.
The Company has also grant ed the Agent an option to cover over-allotments (the “ Over Allotment
Option”), which will allow the Agent to arrange for purchasers to acquire up to an additional 15% of the
number of Units initially available under the Offering. The Over Allotment Option is exercisable, in whole or
in part and subject to approval by the Company, up to 30 days from and including the closing date of the
Offering.
Sentient Executive GP IV, Limited (in its capacity as the general partner of Sentient Global Resources Fund
IV, L.P) (collectively, " Sentient") subscribed for a total of 94,666,666 Units under the Offering. Sentient,
which is an insider and a related party of the Company, now beneficially owns, or exercises control or
direction over, 317,809,821 Common Shares or approximately 61.88% of the curr ently issued and
outstanding Common Shares.
Sentient’s participation under the Offering is considered a "related party transaction" as set out in
Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”).
The Company has relied on the exemptions from the valuation and minority shareholder approval
requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) as neither the fair market value of the
Units issued nor the consideration paid for the Units by Sentient under the Offering exceeds 25% of the
Company's market capitalization.
The Company intends to use the net proceeds of the Offering for the commencement of a work program
and additional exploration and drilling activities to be completed at the Company's Maniitsoq project in
Greenland and for general corporate and working capital purposes.
The Offering was completed pursuant to a short form prospectus filed in each of the provinces of British
Columbia, Alberta, Manitoba and Ontario. A copy of th e short form prospectus, which contains important
information relating to the Units, is available on SEDAR at www.sedar.com.
This press release does not constitute an offer of securities for sale in the United States or to "U.S. persons"
("U.S. persons"), as such term is defined in Regulation S promulgated under the United States Securities
Act of 1933, as amended, (the " U.S. Securities Act"). The securities being offered have not been, nor will
be, registered under th e U.S. Securities Act or any state securities laws, and may not be offered or sold in
the United States or to U.S. persons absent registration or an applicable exemption from such registration
requirements.
About North American Nickel
North American Nickel is a mineral exploration company with 100% owned properties in Maniitsoq,
Greenland and Sudbury, Ontario.
The Maniitsoq property in Greenland is a Camp scale project comprising 2,985 square km covering
numerous high-grade nickel -copper sulphide occurrence s associated with norite and other mafic -ultramafic
intrusions of the Greenland Norite Belt (GNB). The >75km -long belt is situated along, and near, the
southwest coast of Greenland accessible from the existing Seqi deep water port (See NAN News Release
dated January 19, 2015) with an all year round shipping season and abundant hydro -electric potential.
The Post Creek/Halcyon property in Sudbury is strategically located adjacent to the past producing
Podolsky copper -nickel-platinum group metal deposit of KGH M International Ltd. The property lies along
the extension of the Whistle Offset dyke structure. Such geological structures host major Ni -Cu-PGM
deposits and producing mines within the Sudbury Camp.
Cautionary Note Regarding Forward-looking Statements
This press release contains certain "forward-looking statements" and "forward-looking information" under
applicable securities laws concerning the business, operations and financial performance and condition of
the Company. Forward-looking statements and forward-looking information include, but are not limited to,
statements with respect to the use of the net proceeds of the Offering, the timing and ability of the
Company, if at all, to obtain final approval of the Offering from the TSX Venture Exchange, and an exception
being available under MI 61-101 from the minority shareholder approval and valuation requirements for any
related party transaction. Except for statements of historical fact relating to the Company, certain
information contained herein constitutes forward-looking statements. Forward-looking statements are
frequently characterized by words such as "plan," "expect," "project," "intend," "believe," "anticipate",
"estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur.
Forward-looking statements are based on the opinions and estimates of management at the date the
statements are made, and are based on a number of assumptions and subject to a variety of risks and
uncertainties and other factors that could cause actual events or results to differ materially from those
projected in the forward-looking statements. Many of these assumptions are based on factors and events
that are not within the control of the Company and there is no assurance they will prove to be correct.
Factors that could cause actual results to vary materially from results anticipated by such forward-looking
statements include the inability to obtain adequate financing, the inability to obtain regulatory approvals
required in relation to the Offering. The Company cautions that the foregoing list of important factors is not
exhaustive. Investors and others who base themselves on forward-looking statements should carefully
consider the above factors as well as the uncertainties they represent and the risk they entail. The Company
believes that the expectations reflected in those forward-looking statements are reasonable, but no
assurance can be given that these expectations will prove to be correct and such forward-looking
statements included in this press release should not be unduly relied upon. These statements speak only
as of the date of this press release. The Company undertakes no obligation to update forward-looking
statements if circumstances or management's estimates or opinions should change except as required by
applicable securities laws.
Although the Company has attempted to identify important factors that could cause actual actions, events
or results to differ materially from those described in forward-looking statements, there may be other factors
that cause actions, events or results not to be anticipated, estimated or intended. Statements concerning
mineral reserve and resource estimates may also be deemed to constitute forward-looking statements to
the extent they involve estimates of the mineralization that will be encountered if the property is developed.
Statements about the Company's future expectations and all other statements in this press release other
than historical facts are "forward looking statements" within the meaning of Section 27A of the Securities
Act of 1933, Section 21E of the Securities Exchange Act of 1934 and as that term defined in the Private
Litigation Reform Act of 1995. The Company intends that such forward-looking statements be subject to
the safe harbours created thereby. Since these statements involve risks and uncertainties and are subject
to change at any time, the Company's actual results may differ materially from the expected results.
ON BEHALF OF THE BOARD OF DIRECTORS
Mark Fedikow
President
North American Nickel Inc.
For more information contact:
North American Nickel Inc.
Jaclyn Ruptash
Corporate Communications
(604) 770-4334
Toll free: 1-866-816-0118
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the
policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.