Niocan Inc. - Early Warning Report filed pursuant to National Instrument 62-103



    TORONTO, July 10 /CNW/ -

    
    1.  Name and address of the offeror:

        Nio-Metals Holdings LLC
        1370 Avenue of the Americas, 19th Floor
        New York, NY 10019

    2.  Designation and number or principal amount of securities and the
        offeror's securityholding percentage in the class of securities of
        which the offeror acquired ownership or control in the transaction or
        occurrence giving rise to the obligation to file the news release,
        and whether it was ownership or control that was acquired in those
        circumstances:

        On July 10, 2008, Nio-Metals Holdings LLC (the "Offeror") entered
        into a share purchase agreement with Electrum Ferrometals LLC (the
        "Vendor") pursuant to which the Offeror purchased and the Vendor sold
        4,917,500 common shares (the "Purchased Shares") of Niocan Inc. (the
        "Issuer") at a price of Cdn. $0.60 per share in cash. The Purchased
        Shares represent 23.87% of the number of outstanding common shares of
        the Issuer on the date of this report. The Offeror has beneficial
        ownership of and control over the Purchased Shares.

    3.  Designation and number or principal amount of securities and the
        offeror's securityholding percentage in the class of securities
        immediately after the transaction or occurrence giving rise to the
        obligation to file the news release:

        The Offeror holds 8,717,500 common shares of the Issuer, representing
        42.31% of the common shares of the Issuer currently outstanding, and
        the Vendor no longer owns or controls any common shares of the
        Issuer.

    4.  Designation and number or principal amount of securities and the
        percentage of outstanding securities of the class of securities
        referred to in paragraph No.3 over which:

        (a)   the offeror, either alone or together with any joint actors,
              has ownership and control:

                 Certain individuals are involved in making investment
                 recommendations or decisions for both the Offeror and the
                 Vendor, and therefore the Vendor may be considered a joint
                 actor of the Offeror. Following the purchase of the
                 Purchased Shares, the Offeror holds 8,717,500 common shares
                 of the Issuer, representing 42.31% of the common shares of
                 the Issuer currently outstanding, and the Vendor no longer
                 owns or controls any common shares of the Issuer.

        (b)   the offeror, either alone or together with any joint actors,
              has ownership but control is held by other persons or companies
              other than the offeror or any joint actor:

                 Not applicable.

        (c)   the offeror, either alone or together with any joint actors,
              has exclusive or shared control but does not have ownership:

                 Not applicable.

    5.  Name of the market where the transaction or occurrence that gave rise
        to the news release took place:

        Not applicable. The Offeror acquired the Purchased Shares pursuant to
        a private agreement with the Vendor.

    6.  Purpose of the offeror and any joint actors in effecting the
        transaction or occurrence that gave rise to the news release,
        including any future intention to acquire ownership of, or control
        over, additional securities of the reporting issuer:

        The securities were acquired for, and are being held for, investment
        purposes only and not for the purpose of exercising control or
        direction over the Company. The acquisition was made in the ordinary
        course of the Offeror's investment activities. The Offeror has no
        current plan or proposal which relates to, or would result in
        acquiring additional ownership or control over the securities of the
        Company, other than in the ordinary course of business of the
        Offeror. The Offeror may or may not purchase or sell securities of
        the Company in the future on the open market or in private
        transactions, depending on market conditions and other factors
        material to the Offeror's investment decision.

    7.  The general nature and the material terms of any agreement, other
        than lending arrangements, with respect to securities of the
        reporting issuer entered into by the offeror, or any joint actor, and
        the issuer of the securities or any other entity in connection with
        the transaction or occurrence giving rise to the news release,
        including agreements with respect to the acquisition, holding,
        disposition or voting of any of the securities:

        See the response to Item 2 above.

    8.  Names of any joint actors in connection with the disclosure in this
        news release and report of acquisition:

        See the response to Item 4(a) above.

    9.  The nature and value of the consideration paid by the offeror:

        See the response to Item 2 above.

    10. Description of any change in any material fact set out in a previous
        report filed in connection with the subject securities:

        Not applicable.

    11. Description of the exemption from securities legislation being relied
        on by the Offeror and the facts supporting that reliance:

        The acquisition of the Purchase Agreement Shares was made by the
        Offeror in reliance upon the private agreement exemption afforded by
        Section 100.1(1) of the Securities Act (Ontario) and by Section
        4.2(1) of Multilateral Instrument 62-104 - Take-Over Bids and Issuer
        Bids ("MI 62-104") on the basis that:

        (i)   the Offeror has made purchases from not more than five persons
              in the aggregate;

        (ii)  the bid was not made generally to holders of common share of
              the Issuer; and

        (iii) the value of the consideration paid for the Purchased Shares is
              not greater than 115% of the market price of the common shares
              of the issuer as determined in accordance with MI 62-104.
    

    DATED this 10th day of July, 2008.





For further information:

For further information: Bernard Coulombe, Tel: (514) 288-8506, Fax:
(514) 843-4809

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NIOCAN INC.

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