Montreal, Québec – TheNewswire - 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 warrant (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 considered 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 anticipated 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 in 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

niocan.investorinformation@gmail.com

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 information (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.

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