Premium Nickel Resources Corporation completed the acquisition of North American Nickel Inc. (OTCPK:WSCR.F) from Sentient Global Resources Fund IV, L.P., a fund managed by Sentient Group Limited, Contemporary Amperex Technology Canada Limited and others in a reverse merger transaction.
The transaction is subject to governmental, regulatory and other third party approvals; approval of NAN shareholders; approval of PNR shareholders; the Filing Statement and Technical Report shall have been filed on SEDAR; the Exchange shall have conditionally accepted the amalgamation and the listing of the Resulting Issuer Shares issuable pursuant to the amalgamation; NAN's net debt shall not exceed CAD 100,000 at the effective time; . NAN is expected to seek the requisite shareholder and regulatory approvals to change the name and stock ticker symbol of the Resulting Issuer to such name and ticker symbol as may be requested by PNR, and reconstitute the board of directors of the Resulting Issuer. The signing of definitive agreements remain subject to the further approvals of the Board of Directors of each of PNR and NAN on the recommendation of their respective Special Committees. The transaction is also subject to disinterested shareholder approval of NAN shareholders, shareholder approval by PNR shareholders. Board of Directors of each of PNR and NAN have unanimously approved the signing of the Non-Binding LOI, on the basis of financial and legal advice, and the unanimous recommendation of their respective special committees,. The shareholders meeting of NAN is scheduled on June 23, 2022. The disinterested shareholders of NAN approved the transaction on July 27, 2022. The deal is expected to close during the first week of August 2022.
Evans & Evans, Inc. acted as financial advisor and fairness opinion provider and Richard Fridman, Brett A. Seifred and Daniel Pearlman of Davies Ward Phillips & Vineberg LLP acted as legal advisor to the Special Committee of PNR. INFOR Financial Inc. acted as financial advisor and fairness opinion provider to NAN, Sander Grieve and Andrew Disipio of Bennett Jones LLP acted as legal advisor to NAN and Blake, Cassels & Graydon LLP acted as legal advisor to Special Committee of NAN. Timothy Moran of Moran Professional Corporation is legal counsel to PNR and McCarthy Tétrault LLP is legal counsel to Paradigm Capital Inc. and INFOR Financial Inc. Computershare Investor Services Inc. acted as information agent and transfer agent to NAN. Dale Matheson Carr-Hilton LaBonte LLP acted as accountant to NAN.
Premium Nickel Resources Corporation completed the acquisition of North American Nickel Inc. (OTCPK:WSCR.F) from Sentient Global Resources Fund IV, L.P., a fund managed by Sentient Group Limited, Contemporary Amperex Technology Canada Limited and others in a reverse merger transaction on August 3, 2022. Following the closing of the RTO transaction, the common shares of Premium Nickel are expected to be listed for trading as soon as next week on the TSX Venture Exchange (the "Exchange") under the symbol "PNRL"