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OAKVILLE, ON, April 24, 2025 /CNW/ - Nickel Creek Platinum Corp. (TSXV: NCP) ("Nickel Creek" or the "Company") is pleased to announce that it intends to raise capital by way of a non-brokered private placement for aggregate gross proceeds to the Company of approximately $350,000 (the "Private Placement") with Electrum Strategic Opportunities Fund L.P. ("Electrum").
The Private Placement will consist of the sale of 584,000 units (the "Units") of the Company to Electrum at a price of $0.60 per Unit. Each Unit will consist of one common share in the capital of the Company (each, a "Common Share") and one common share purchase warrant (each, a "Warrant"), with each Warrant exercisable into one additional Common Share (each, a 'Warrant Share") at an exercise price of $0.60 for a period of three (3) years from the date of issuance, subject to adjustment upon certain customary events.
The net proceeds from the Private Placement will be used for general corporate purposes and working capital.
The closing of the Private Placement is expected to occur in early May 2025 and remains subject to the approval of the TSX Venture Exchange (the "TSXV") and other customary closing conditions for a transaction of this nature. The Units will be issued on a private placement basis pursuant to an exemption from prospectus requirements under applicable securities laws and the Common Shares, Warrant and Warrant Shares will be subject to a statutory hold period of four months and one day from the closing.
Pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"), the Private Placement will constitute a "related party transaction" as Electrum is a related party of the Company, given it holds greater than 10% of the outstanding Common Shares. The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that participation in the Offering by Electrum will not exceed 25% of the fair market value of the Company's market capitalization, as calculated in accordance with MI 61-101.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in the United States nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any state securities laws and may not be offered or sold in the United States unless registered under the 1933 Act and any applicable securities laws of any state of the United States or an applicable exemption from the registration requirements is available.