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NORDIC RESOURCES LTD — Capital/Financing Update 2022
May 29, 2022
65432_rns_2022-05-29_9e51530a-e752-49e6-b56e-eca75ec8b13c.pdf
Capital/Financing Update
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PRE-QUOTATION DISCLOSURE – STATEMENT OF CONFIRMATIONS
Nordic Nickel Limited (ASX:NNL) (Company) provides the following pre-quotation disclosures and confirmations to ASX to satisfy the conditions for the admission of the Company to the Official List of the ASX and quotation of the Company’s fully paid ordinary shares (Shares).
COMPLETION OF THE OFFER
The Company confirms that the Offer under the Prospectus closed on 12 May 2022 and the Company has completed the issue of 48,000,000 Shares under the Offer at an issue price of $0.25 per Share to raise $12,000,000 (before associated costs).
COMPLETION OF OTHER ISSUES OF SECURITIES
In addition to the Shares issued pursuant to the Offer, the Company confirms that it has completed the issue of:
-
a) 12,100,005 Shares to seed investors upon conversion of the Convertible Note;
-
b) 125,000 Shares to the Consultant as a referral fee;
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c) 2,000,000 Joint Lead Manager Options to Taylor Collison Limited (and its nominees), a Joint Lead Manager to the Offer;
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d) 2,000,000 Joint Lead Manager Options to Vert Capital Pty Ltd (and its nominees) a Joint Lead Manager to the Offer;
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e) 3,500,000 Options to Directors, Employees and Consultants (and their respective nominees) of the Company; and
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f) 3,500,000 Options to the Managing Director (or his nominee) of the Company.
CAPITAL STRUCTURE
The capital structure of the Company as at the date of admission of the Company to the Official List of the ASX is set out below:
| Class of Security | Number |
|---|---|
| Fully paid ordinary shares1 | 115,225,006 |
| Options2 | 13,750,000 |
Notes:
-
The full terms and conditions of the Shares are set out in Section 9.2 of the Prospectus.
-
The full terms and conditions of the Options are set out in Section 9.3 of the Prospectus.
RESTRICTED SECURITIES
The Company confirms the following securities will be subject to restriction pursuant to the ASX Listing Rules for the periods outlined below.
| Class | Number | Restriction Period |
|---|---|---|
| Fully Paid Ordinary Shares | 56,765,002 | 24 months from date of quotation |
| Fully Paid Ordinary Shares1 | 120,001 | 12 months from the date of issue |
| Options | 13,750,000 | 24 months from date of quotation |
Notes:
-
Comprising of:
-
(a) 53,334 Shares to be restricted for a period of 12 months from 13 January 2022; and
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(b) 66,667 Shares to be restricted for a period of 12 months from 30 June 2021.
USE OF FUNDS
The Company intends to apply funds raised from the Public Offer, over the first two years following admission of the Company to the Official List of ASX as follows:
| Allocation of funds | Maximum Subscription ($12,000,000) |
Percentage of Funds |
|---|---|---|
| Existing cash reserves1 | $392,593 | 3.2% |
| Funds raised from the Offer | $12,000,000 | 96.8% |
| Total | $12,392,593 | 100% |
| Allocation of funds | ||
| Exploration at Pulju Project2 | $7,385,000 | 59.6% |
| Exploration at MJ3 Project2 | $550,000 | 4.4% |
| Other Technical Expenditure | $500,000 | 4.0% |
| Expenses of the Offer3 | $1,011,250 | 8.2% |
| Administration costs4 | $1,800,000 | 14.5% |
| Working capital5 | $1,146,343 | 9.3% |
| Total | $12,392,593 | 100% |
Notes:
-
Refer to the Financial Information set out in Annexure C of the Prospectus for further details.
-
Refer to Section 5.5 and the Independent Technical Assessment Report in Annexure A of the Prospectus for further details with respect to the Company’s proposed exploration programs at the Projects.
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Refer to Section 9.8 of the Prospectus for further details.
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Administration costs include the general costs associated with the management and operation of the Company’s business including administration expenses, management salaries, directors’ fees, rent and other associated costs.
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To the extent that:
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(a) the Company’s exploration activities warrant further exploration activities; or
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(b) the Company is presented with additional acquisition opportunities,
the Company’s working capital will fund such further exploration and acquisition costs (including due diligence investigations and expert’s fees in relation to such acquisitions). Any amounts not so expended will be applied toward administration costs for the period following the initial 2-year period following the Company’s quotation on ASX.
The above table is a statement of current intentions as of the date of this announcement. As with any budget, intervening events (including exploration success or failure) and new circumstances have the potential to affect the manner in which the funds are ultimately applied. The Board reserves the right to alter the way funds are applied on this basis.
CURRENT TENEMENT SCHEDULE FOR THE PROJECTS
The table below is a current tenement schedule for the Company’s Projects and replaces the tenement schedule on page 27 of the Prospectus.
| Tenement Name |
Tenement ID |
Tenement type |
Status | Registered Holder |
Application Date |
Grant Date |
Expiry Date |
Area **(km2) ** |
|
|---|---|---|---|---|---|---|---|---|---|
| Pulju Project |
Saalama* | VA2020:0071 | Reservation | Granted | Puljun Malminetsintä Oy |
2/11/2020 | 4/02/2021 | 1/11/2022 | 323.59 |
| Hotinvaara | ML2019:0101 | Exploration | Granted | Puljun Malminetsintä Oy |
11/11/2019 | 24/01/2020 | 24/01/2024 | 4.93 | |
| Holtinvaara | ML2013:0090 | Exploration | Pending | Puljun Malminetsintä Oy |
4/11/2013 | 14.99 | |||
| Aihkiselka | ML2013:0092 | Exploration | Pending | Puljun Malminetsintä Oy |
4/11/2013 | 15.75 | |||
| Kiimatievat | ML2019:0102 | Exploration | Pending | Puljun Malminetsintä Oy |
11/11/2019 | 24.213 | |||
| Mertavaara1 | ML2013:0091 | Exploration | Pending | Puljun Malminetsintä Oy |
4/11/2013 | 11.88 | |||
| Rooni-Holtti | ML2022:0009 | Exploration | Pending | Puljun Malminetsintä Oy |
09/03/2022 | 18.65 | |||
| Saalamaselka | ML2022:0010 | Exploration | Pending | Puljun Malminetsintä Oy |
09/03/2022 | 6.02 | |||
| Kaunismaa | ML2022:0011 | Exploration | Pending | Puljun Malminetsintä Oy |
09/03/2022 | 1.68 | |||
| Total | 98.09 | ||||||||
| MJ3 Project |
MJ3 | ML2020:0011 | Exploration | Pending | MagStar Mining Oy |
21/03/2020 | 30.44 | ||
| * The Sa | alama Reservation | area overlaps the | Rooni-Holtti, Saalamaselka, and | Kaunismaa EL applications |
UPDATED PRO-FORMA STATEMENT OF FINANCIAL POSITION
Below is the updated pro-forma statement of financial position based on the actual amount of funds ($12,000,000) raised under the Offer.
| 31 December 2021 |
Public Offer (Maximum Subscription) |
Pro-Forma adjusted for impact of (Maximum Subscription) |
|
|---|---|---|---|
| $ | $ | $ | |
| Current Assets | |||
| Cash and cash equivalents | 638,593 | 10,988,750 | 11,627,343 |
| Trade and other receivables | 835 | - | 835 |
| Other assets | 37,116 | - | 37,116 |
| Total Current Assets | 676,544 | 10,988,750 | 11,665,294 |
| Non-Current Assets | |||
| Deferred exploration and evaluation expenditure |
950,113 | - | 950,113 |
| Total Non-Current Assets | 950,113 | - | 950,113 |
| Total Assets | 1,626,657 | 10,988,750 | 12,615,407 |
| Current Liabilities | |||
| Trade and other payables | 98,294 | - | 98,294 |
| Total Current Liabilities | 98,294 | - | 98,294 |
| Total Liabilities | 98,294 | - | 98,294 |
| Net Assets | 1,528,363 | 10,988,750 | 12,517,113 |
| Equity | |||
| Issued capital | 5,501 | 13,686,890 | 13,692,391 |
| Reserves | 1,927,358 | (1,055,000) | 872,358 |
| Accumulated losses | (404,496) | (1,643,140) | (2,047,636) |
| Total Equity | 1,528,363 | 10,988,750 | 12,517,113 |
NO IMPEDIMENT
The Company confirms that there are no legal, regulatory, statutory or contractual impediments to the Company entering the mineral exploration licences comprising the Pulju and MJ3 Projects and carrying out exploration activities such that the Company will be able to spend its cash in accordance with its commitments for the purposes of Listing Rule 1.3.2(b).
This ASX Announcement has been authorised for release by the Board
For further information please contact:
Nordic Nickel
T: +61 8 9429 8844 E: [email protected]
- W: nordicnickel.com