Class 1 Nickel announces private placement and debt conversion deals

Class 1 Nickel and Technologies Ltd. (CSE:NICO)(OTCQB: NICLF) announced plans for a private placement to raise up to Cdn$300,000 and a share-for-debt transaction worth Cdn$2 million.

The private placement will issue up to 2,419,354 units at Cdn$0.124 per unit. Each unit consists of one common share and half of a common share purchase warrant. The full warrants allow holders to purchase additional shares at $0.25 for three years from issuance. Company insiders may participate in undetermined amounts.

Separately, the company entered agreements with creditors to issue 16,666,666 shares at a deemed price of Cdn$0.12 per share to settle Cdn$2 million in outstanding debt. David Fitch, a company insider, will acquire all shares from this debt conversion transaction.

The share-for-debt arrangement constitutes a related party transaction under securities regulations. The company is using exemptions from formal valuation and minority shareholder approval requirements because the transaction value does not exceed 25% of the company's market capitalization.

Securities from both transactions will be subject to a four-month and one-day statutory hold period following closing. Both deals require approval from the Canadian Securities Exchange.

The company plans to use private placement proceeds for general corporate purposes. Class 1 Nickel focuses on nickel sulphide exploration and development, owning the Alexo-Dundonald Project near Timmins, Ontario and the Somanike Project near Val-d'Or, Quebec.

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