(Montreal, Québec, October 18, 2021) – Niocan Inc. (TSX-V: NIO) (OTC:NIOCF) (“Niocan” or the “Company”) is pleased to announce that it has completed its previously announced private placement (the “Offering”) of units (the “Units”) through Palos Wealth Management Inc. (the “Agent”). Pursuant to the Offering, Niocan has issued an aggregate of 25,915,000 Units at a price of C$0.10 per Unit for gross proceeds of C$2,591,500.
Each Unit consists of one common share of the Company (each a “Common Share”) and one-half of one Common Share purchase warrant (each full warrant, a “Warrant”). Each Warrant is exercisable to acquire one Common Share until October 15, 2023 at an exercise price of C$0.12.
The net proceeds of the Offering will be used for general corporate purposes.
In connection with the Offering, the Agent received a cash commission equal to C$161,800, plus non-transferable broker warrants allowing for the purchase of 1,011,250 Common Shares until October 15, 2023 at an exercise price of C$0.15 per Common Share.
All Common Shares and Warrants issued pursuant to the Offering are subject to a four-month hold period under applicable securities laws in Canada.
Insiders of the Company subscribed for an aggregate of 700,000 Units under the Offering. Each transaction with an insider of the Company constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying on exemptions from the formal valuation requirements of MI 61-101 pursuant to section 5.5(a) of the Instrument and the minority shareholder approval requirements of MI 61-101 pursuant to section 5.7(1)(a) of the Instrument in respect of such insider participation as the fair market value of the transaction, insofar as it involves interested parties, does not exceed 25% of the Company’s market capitalization.
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.