Nicola Mining Announces Non-Brokered Private Placement with Strategic Mining Investment Group
NOT T FOR DIST TRIBUTION N TO UNITED STATES S NEWSWIR RE SERVIC CES OR FOR R DISSEM MINATION IN THE UN NITED STA ATES
TSX.V: N NIM
NICO OLA MININ NG ANNOU UNCES NON N-BROKER RED PRIVAT TE PLACEM MENT WITH H STRATE EGIC MININ NG INVEST TMENT GR ROUP
VANCO
OUVER, BC, June 28, 201 19 – Nicola M Mining Inc. ( (the “Compa any”) is plea ased to anno ounce a non-brokered private placeme ent anchored d by an international m mining invest tment group p (the “Investors”) that ha as set up a Canadian subsidiary for the inve estment. In nsiders will l also participa ate in the pri ivate placem ment, which will consist t of the issua ance of up t to 7,000,000 units roceeds of up to $70 (each, a “Unit”) a at a price of $0.10 p per Unit fo or gross pr 00,000 (the “Off fering”). Ins siders may a also participate in the Of ffering.
The Inve estors have affiliated m mining opera ations in bo oth Africa a and Asia an nd are long- -term investors s.
Each Uni it will consist of one com mmon share e of the Com mpany (each h, a “Share”) and one-h half of one com mmon share purchase w warrant (each h whole war rrant, a “W Warrant”), wi ith each Wa arrant entitling the holder t to purchase one Share at a price of $ $0.15 per Sh hare for a per riod of two y years following g the closing g of the Offer ring (the “C Closing”).
utory hold period All secur rities issued in connecti ion with the e Offering w will be subjec ct to a statu expiring four month hs and one d day after clo osing of the Offering. C Completion o of the Offeri ing is subject to
- the appro oval of the T TSX Venture e Exchange (the “Excha ange”). Any participatio on by
insiders i in the Offeri ing will cons stitute a rela ated party tr ransaction un nder Multila ateral Instru ument 61-101 - Protection o of Minority Security Ho olders in Spe ecial Transac ctions (“MI 61-101”) b but is expected d to be exe empt from the forma al valuation n and mino ority shareh holder app proval requirem ments of MI 6 61-101.
The aggr regate gross s proceeds fr rom the sale e of the Off fering will b be used for general wor rking capital.
None of the securitie es sold in co onnection wi ith the Offer ring will be registered u under the U United States Se ecurities Act of 1933, as amended, a and no such securities m may be offer red or sold i in the United States absent registration n or an applicable exemp ption from th he registration requirem ments. This new ws release sh hall not cons stitute an of ffer to sell o or the solicit tation of an offer to buy y nor shall ther re be any sal le of the secu urities in any y jurisdiction in which s such offer, so olicitation or sale would be e unlawful.
On behalf of the Board of Directors
“Peter Espig”
Peter Espig CEO & Director
For additional information contact:
Peter Espig Telephone: (604) 647-0142 Email: [email protected]
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Statement Regarding Forward-Looking Statements
This news release includes certain “forward-looking statements” under applicable Canadian securities legislation that are not historical facts. Forward-looking statements involve risks, uncertainties, and other factors that could cause actual results, performance, prospects, and opportunities to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements in this news release include, but are not limited to, statements with respect to the expectations of management regarding the proposed Offering, the expectations of management regarding the use of proceeds of the Offering, closing conditions for the Offering, the expiry of hold periods for securities distributed pursuant to the Offering, and Exchange approval of the proposed Offering. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Such forward-looking statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements including that: the Company may not complete the Offering on terms favorable to the Company or at all; the Exchange may not approve the Offering; the proceeds of the Offering may not be used as stated in this news release; the Company may be unable to satisfy all of the conditions to the Closing; and those additional risks set out in the Company’s public documents filed on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Except where required by law, the Company disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.