Niocan Announces an Offering of up to C$2.15 Million of Units
For Immediate Release TSX.V - NIO
NIOCAN ANNOUNCES AN OFFERING OF UP TO C$2.15 MILLION OF UNITS
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES
(Montreal, Québec, August 27, 2021) – Niocan Inc. (TSX-V: NIO) (“Niocan” or the “Company”)
is pleased to announce that it has engaged Palos Wealth Management (the “Agent”) in connection
with a best effort private placement of a minimum of 12,500,000 units (each, a “Unit”) and a
maximum of 21,500,000 Units at a price of C$ 0.10 per Unit (the “Offering”), representing
aggregate gross proceeds to Niocan of a minimum of C$1.25 million and a maximum of C$2.15
million. Each Unit will consist of one common share of the Company (each a “Common Share”)
and one-half of one Common Share purchase wa rrant (each full warrant, a “Warrant”). Each
Warrant will be exercisable to acquire one Common Share for a period of 24 months following
the date of its issuance at an exercise price of C$0.12.
The Company has granted the Agent an option, on the same terms and conditions as the Offering,
exercisable at any time prior to the Closing Date, to sell up to an additional 4,300,000 Units (the
“Agent’s Option”). If the Agent’s Option is exercised in full, the aggregate gross proceeds of the
Offering would be C$2.58 million.
In consideration of its services to Niocan, the Agent will be entitled to receive a cash commission
equal to 8% of the gross proceeds of the Offering plus broker warrants entitling it to purchase
such number of Common Shares as is equal to 5% of the number of Units issued pursuant to the
Offering, at a price of $0.15 per Common Share and for a period of two years following their
issuance. The Agent is consid ered a non-arm’s length party to Niocan as Niocan’s Chairman,
President and Chief Executive Officer, Hubert Marleau, is the co-founder and a director of Palos
Capital, the parent company of the Agent. Mr. Marleau has not participated in any discussions or
decisions regarding the engagement of the Agent by Niocan or the terms of such engagement.
The net proceeds of the Offering will be used for general corporate purposes.
The Offering is anticipate d to close on or about September 13, 2021 and is subject to certain
conditions including, but not limited to, the receipt of all necessary regulatory approvals.
The Units are being issued to “accredited investors” in Canada or otherwise on a prospectus
exempt basis and will be subject to a hold period of four months plus one day from the date of
their issuance.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor
shall there be any sale of the securities in the United States or in any other jurisdiction in which
such offer, solicitation or sale would be unlawful. The securities have not been registered under
the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States
absent registration or an applicable exemption from the registration requirements thereunder.
About Niocan
Niocan is an exploration and development company, with a focus on becoming a ferroniobium
producer. The Company holds a niobium property i n Oka, Québec and other exploration
properties in the Province of Québec. Niocan’s Oka mining property consists of mining rights
comprised of 49 claims covering 2,281 acres and its Great Whale property consists of surface and
mining rights covering 24,944 acres on the Hudson Bay territory.
For more information on the Company, please refer to the Company’s public documents available
on SEDAR (www.sedar.com).
For more information, please contact:
Hubert Marleau
Chairman, President and Chief Executive Officer
514-560-7623
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in
the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of
this press release.
Cautionary Statement on Forward-Looking Information
This news release contains forward -looking statements and forward -looking informat ion
(together, “forward looking statements”) within the meaning of applicable Canadian securities
laws. Statements, other than statements of historical facts, may be forward-looking statements.
Generally, forward -looking statements can be identified by the use of terminology such as
“plans”, “expects”, “estimates”, “intends”, “anticipates”, “believes” or variations of such
words, or statements that certain actions, events or results “may”, “could”, “would”, “might”,
“will be taken”, “occur” or “be achieved”, the negative of these terms and similar terminology
although not all forward-looking statement contains these terms and phrases. Without limiting
the generality of the foregoing statements , the Company meeting all conditions for a timely
closing of the Offering, including obtaining all required approvals, and the proposed proceeds
from the Offering and the intended use thereof are forward looking statements. Forward-looking
statements involve risks, uncertainties and other factors that could cause actual results,
performance, prospects and opportunities to differ materially from those expressed or implied
by such forward-looking statements. These risk and uncertainties include, but are not limited
to, the risk factors set out in Niocan’s annual and/or quarterly management discussion and
analysis and in other of its public disclosure documents filed on SEDAR at www.sedar.com, as
well as all assumptions regarding the foregoing. Although Niocan believes that the assumptions
and factors used in preparing the forward -looking statements are reasonable, undue reliance
should not be placed on these statements, which only apply as of the date of this news release,
and no assurance can be given that such events will occur in the disclosed time frame or at all.
Except where required by applicable law, Niocan disclaims any intention or obligation to update
or revise any forward-looking statement, whether as a result of new information, future events
or otherwise.