SPC Nickel Closes First Tranche of Flow Through Unit Private Placement
SPC Nickel Closes First Tranche of Flow
Through Unit Private Placement
Sudbury, Ontario--(Newsfile Corp. - March 9, 2022) - SPC Nickel Corp. (TSXV: SPC) ("
SPC Nickel
" or
the "
Company
") is pleased to announce that it has closed the flow-through Unit (the "
FT Units
") portion
of its previously announced non brokered private placement (the "
FT Unit Offering
").
The Company
anticipates closing the balance of the FT Unit Offering in the coming days.
The Company issued an aggregate of 11,980,000 FT Units at a price of $0.13 per FT Unit, for proceeds
of $1,557,400.
Each FT Unit consists of one flow through common share of the Company and one half of
one share purchase warrant (each whole warrant, a "
Warrant
").
Each Warrant issued as part of the FT
Units entitles the holder to purchase one additional common share (non-flow through) for a period of 18
months from closing at a price of $0.18.
A finder's fee was paid in connection with the Offering to finders, including Haywood Securities Inc.,
Canaccord Genuity Corp., Leede Jones Gable Inc., Dundee Goodman Merchant Partners and 6132987
Ontario Inc., that consisted of a cash fee in the aggregate amount of $91,139.99, representing an
aggregate commission of 6% of the FT Units sold to investors introduced by finders and an aggregate of
170,306 broker warrants (the "
Broker Warrants
"), representing an aggregate commission of 6% of the
FT Units sold to investors introduced by finders.
Each Broker Warrant entitles the holder the purchase of
one common share for 18 months from closing at a price of $0.18.
The proceeds received by the Company from the sale of the FT Units will be used to incur Canadian
Exploration Expenses ("CEE") that are "flow-through mining expenditures" (as such terms are defined in
the Income Tax Act (Canada)) on the Company's mineral properties.
The securities issued in connection with the FT Unit Offering, including any Common Shares issued
upon exercise of the Warrants, are subject to a four month restricted resale period that expires on July 9,
2022 and applicable securities legislation hold periods outside of Canada from the closing date.
Completion of the FT Unit Offering will be subject to all necessary approvals, including the approval of
the TSX Venture Exchange (the "
TSX-V
"). The previously announced Charity FT Unit portion of the
private placement is expected to close in the coming days.
The FT Unit Offering included subscriptions from certain insiders of the Company.
The issuances of FT
Units to certain insiders, pursuant to the FT Unit Offering, is considered a related party transaction within
the meaning of TSX-V Policy 5.9 and Multilateral Instrument 61-101 -
Protection of Minority Security
Holders in Special Transactions
("
MI 61-101
").
The Company has relied on exemptions from the formal
valuation and minority approval requirements in Sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of
these related party transactions on the basis that the fair market value (as determined under MI 61-101)
of the transactions do not, in aggregate, exceed 25% of the market value of the Company.
About SPC Nickel Corp
SPC Nickel Corp. (TSXV: SPC) is a new Canadian public corporation focused on exploring for Ni-Cu-
PGMs within the world class Sudbury Mining Camp. The Company is currently exploring its key 100%
owned exploration projects Lockerby East and Aer-Kidd both located in the heart of the historic Sudbury
Mining Camp and holds an option to acquire 100% interest in the Janes project located approximately
50 km NE of Sudbury. In addition, the Company recently acquired over 43,000 hectares covering a large
proportion of the high prospective Muskox Intrusion, located in Nunavut. Although our focus is on
Sudbury, we are an opportunistic company always looking for opportunities to use our skills to add
shareholder value. Additional information regarding the Company and its projects can be found at
www.spcnickel.com
.
Cautionary Note on Forward-Looking Information
Except for statements of historical fact contained herein, the information in this news release constitutes
"forward looking information" within the meaning of Canadian securities law. Such forward-looking
information may be identified by words such as "plans", "proposes", "estimates", "intends", "expects",
"believes", "may", "will" and include without limitation, statements regarding estimated capital and
operating costs, expected production timeline, benefits of updated development plans, foreign exchange
assumptions and regulatory approvals. There can be no assurance that such statements will prove to be
accurate; actual results and future events could differ materially from such statements. Factors that could
cause actual results to differ materially include, among others, metal prices, competition, risks inherent in
the mining industry, and regulatory risks. Most of these factors are outside the control of the Company.
Investors are cautioned not to put undue reliance on forward-looking information. Except as otherwise
required by applicable securities statutes or regulation, the Company expressly disclaims any intent or
obligation to update publicly forward looking information, whether as a result of new information, future
events or otherwise.
Further information is available at
www.spcnickel.com
or by contacting:
Grant Mourre
President and CEO
SPC Nickel Corp
Tel: (705) 669-1777
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 release.
THIS PRESS RELEASE, PROVIDED PURSUANT TO APPLICABLE CANADIAN REQUIREMENTS,
IS NOT FOR DISTRIBUTION TO UNITED STATES NEWS SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER OF THE SECURITIES
DESCRIBED HEREIN. THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE UNITED
STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND
MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS ABSENT
REGISTRATION OR APPLICABLE EXEMPTION FROM REGISTRATION REQUIREMENTS.
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https://www.newsfilecorp.com/release/116109