Fathom Nickel Announces the Closing of Its Second and Final Tranche of Private Placement

Calgary, Alberta–(Newsfile Corp. – February 20, 2024) – Fathom Nickel Inc. (CSE: FNI) (FSE: 6Q5) (OTCQB: FNICF) (the “Company” or “Fathom“) is pleased to announce that it has closed the second and final tranche of its non-brokered offering of flow-through units and non flow-though units (the “Offering“), previously announced on December 4, 2023. Pursuant to the Offering, upon closing of the second tranche, the Company issued 10,808,974 non-flow through units (the “NFT Units“) at a price per NFT Unit of $0.11 for gross proceeds of $1,188,987. Combined with the first tranche of the financing that closed on December 22, 2023, the total gross proceeds raised under the Offering was $4,571,063.

Each NFT Unit consists of one common share in the capital of the Company (a “Common Share“) and one transferable Common Share purchase warrant (a “Warrant“) that shall be exercisable into one Common Share for a period of 24 months from issuance at an exercise price of C$0.20.

The Company issued the Common Shares under the Offering in accordance with the accredited investor exemption under National Instrument 45-106 Prospectus Exemptions and are subject to a resale restriction of four months and one day from the date of distribution.

The net proceeds of the Offering from the NFT Units will be used for exploration and development of the Company’s mineral projects and for working capital and general corporate purposes.

As consideration for services in connection with the Offering, the Company paid to certain qualified person (the “Finders“), a cash commission of $51,791 and issued 661,342 broker warrants (“Finder Warrants“). Each Finder Warrant will entitle the holder to acquire one Common Share at an exercise price of $0.13 for a period of 24 months from issuance.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Fathom Nickel Inc.

Fathom is an exploration company that is targeting magmatic nickel sulphide discoveries to support the rapidly growing global electric vehicle market.

The Company now has a portfolio of two high-quality exploration projects located in the prolific Trans Hudson Corridor in Saskatchewan: 1) the Albert Lake Project, a 90,000+ hectare project that was host to the historic and past producing Rottenstone deposit (produced high-grade Ni-Cu+PGE, 1965-1969), and 2) the Gochager Lake Project, 22,000+ hectare project host to a historic, NI43-101 non-compliant open pit resource; the Gochager Lake deposit,( of 4.3M tons at 0.295% Ni and 0.081% Cu¹, defined 1967-1970), an analogous drill tested nickel occurrence of drill intersections >1.% Ni (Mal Lake last drilled in 1967²), and the Borys Lake Zn-Cu-Pb+Ag occurrence.

1 – The Saskatchewan Mineral Deposit Index (SMID#0880) reports drill indicated reserves at the historic Gochager Lake Deposit of 4,262,400 tons grading 0.295% Ni and 0.081% Cu mineable by open pit. Fathom cannot confirm the resource estimate nor the parameters and methods used to prepare the reserve estimate. The estimate is not considered NI43-101 compliant and further work is required to verify this historical drill indicated reserve.
2 – Saskatchewan Mineral Deposit Index #0836

ON BEHALF OF THE BOARD

“Doug Porter”
President and CFO, Director

For further information, please contact:

Doug Porter, President and CFO
1-403-870-4349
Email: [email protected]

Or

Ian Fraser, Chief Executive Officer and Vice-President, Exploration
1-403-650-9760
Email: [email protected]

Forward-Looking Statements:

This news release contains “forward-looking statements” that are based on expectations, estimates, projections and interpretations as at the date of this news release. Forward-Looking statements are frequently characterized by words such as “plan”, “expect”, “project”, “seek”, “intend”, “believe”, “anticipate”, “estimate”, “suggest”, “indicate” and other similar words or statements that certain events or conditions “may” or “will” occur. Forward-Looking statements relate to information that is based on assumptions of management, forecasts of future results, and estimates of amounts not yet determinable. Any statements that express predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance are not statements of historical fact and may be “forward-looking statements.” Forward-Looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ from those reflected in the forward-looking statements, including, without limitation: risks related to failure to obtain adequate financing on a timely basis and on acceptable terms; risks related to the outcome of legal proceedings; political and regulatory risks associated with mining and exploration; risks related to the maintenance of stock exchange listings; risks related to environmental regulation and liability; the potential for delays in exploration or development activities or the completion of feasibility studies; the uncertainty of profitability; risks and uncertainties relating to the interpretation of drill results, the geology, grade and continuity of mineral deposits; risks related to the inherent uncertainty of production and cost estimates and the potential for unexpected costs and expenses; results of prefeasibility and feasibility studies, and the possibility that future exploration, development or mining results will not be consistent with the Company’s expectations; risks related to commodity price fluctuations; and other risks and uncertainties related to the Company’s prospects, properties and business detailed elsewhere in the Company’s disclosure record. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These forward-looking statements are made as of the date hereof and the Company does not assume any obligation to update or revise them to reflect new events or circumstances except in accordance with applicable securities laws. Actual events or results could differ materially from the Company’s expectations or projections.

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