North American Nickel Inc. has closed its previously announced marketed offering of units of the company for total gross proceeds of $6,950,168. The company has issued 92,668,908 units at a price of 7.5 cents per unit. The offering was completed through Paradigm Capital Inc., acting as agent. A fee of 7 per cent of the gross proceeds realized by the company in respect of the sale of the units, excluding president's list subscriptions, as well as compensation options equal to 5 per cent of the number of units sold, excluding president's list subscriptions, was paid to the agent in conjunction with the offering.
Each unit consists of one common share in the capital of the company and one-half of one common share purchase warrant of the company. Each warrant will entitle the holder thereof to acquire one common share of the company at any time prior to 5 p.m. ET on the date that is, subject to acceleration in certain circumstances, 24 months following its issuance date at a price of 12 cents.
The company has also granted the agent an option to cover overallotments, which will allow the agent to arrange for purchasers to acquire up to an additional 15 per cent of the number of units issued under the offering. The overallotment option is exercisable, in whole or in part, and subject to approval by the company, at any time until noon ET on the 30th day following the closing of the offering.
Sentient Executive GP IV Ltd. (for the general partner of Sentient Global Resources Fund IV LP) subscribed for a total of 52,145,467 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 155,812,063 common shares (or approximately 51.7 per cent of the issued and outstanding common shares) of the company and 36,544,198 warrants.
Sentient's participation under the offering is considered a related party transaction as set out in Multilateral Instrument 61-101 (protection of minority securityholders in special transactions). The company intends to rely 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 per cent of the company's market capitalization.
The company intends to use the net proceeds of the offering for exploration activities to be completed at the company's Maniitsoq project in Greenland, for the repayment of debt and for general working capital purposes.
The offering was completed pursuant to a short form prospectus filed in each of the provinces of British Columbia, Alberta and Ontario. A copy of the short form prospectus, which contains important information relating to the units, is available on SEDAR.