Nicola Mining Announces Debt Settlement

TSX.V: N NIM

NICOLA M MINING ANN NOUNCES D DEBT SETTLE EMENT

VANCOU

UVER, B.C., N November 14 4, 2017 – Nico ola Mining In nc. (the “Com mpany”) today y announces t that it intends to

• pay all of th he interest ow wing on the se ecured conve ertible debentu ures (the “De ebentures”) i issued

on Novem mber 21, 201 14 by the issuance of com mmon shares s (each, a “S Share”) of th he Company. The Debenture es mature on n November 21, 2017 and d bear interes st (“Interest”

”) at a rate of f 10% per an nnum, which Int terest is paya able annually as to 50% in n cash and 50 0% by the iss suance of Shares at a pric ce per Share equ ual to the Mar rket Price (as d defined in the e Policies of th he TSX Ventu ure Exchange e (the “Exchan nge”)) on the an nniversary of the date of is ssuance of th he Debentures s, being Nov vember 21, 20 017. The Exch hange has conditionally appr roved an amendment to th he conversion price of the D Debentures fr rom $0.275 to

• $0.22

and the a amendment to the maturity date of th he Debenture from Novem mber 21, 2017 7 to Novemb ber 21, 2019.

e the holders of the The Comp pany intends on paying all of the Intere est in Shares a and in order t to incentivize Debenture es to agree t to take such Shares in lie eu of the cas sh payment originally co ontemplated i in the Debenture es, it has agre eed to settle t that outstandi ing interest p payment oblig gation by the issuance of S Shares as if the ra ate of interest t was 12% for the third yea ar of the term of the Deben ntures.

$0.17 per Sha According gly, the Comp pany intends to issue 4,941,799 Shares at a price of $ are in settlem ment of Interest ow wing of $840, ,10.84 (the “D

Debt Settleme

ent”).

Insiders o of the Compan ny will be iss sued an aggre egate of 4,450, ,589 Shares p pursuant to th he Debt Settle ement, which wil ll constitute a a “related par rty transactio on” within the e meaning of f Multilateral Instrument 6 61-101 Protection of Minority Security Hold ders in Special Transactions s (“MI 61-10 01”). The inte ended issuan nce to insiders is s exempt from m the valuati ion requireme ent of MI 61-1 101 by virtue e of the exem mption contain ned in section 5.

.5(b) as the C Company’s s shares are no ot listed on a specified m market and f from the min nority sharehold der approval r requirements s of MI 61-101 1 by virtue of f the exemptio on contained in section 5.7 7(a) of MI 61-101 1 in that the fa air market val lue of the con nsideration of f the Shares to

• be issued to
  • the related p parties

will not exceed 25% of f the Compan ny’s market ca apitalization. The Compan ny will close on the paym ment of the Intere to the terms of the est in Shares i in less than 2 21 days as the e payment of Interest is du ue pursuant t Debenture es.

The Debt Settlement i is subject to Exchange ap pproval. The e Shares will be subject to

• a statutory y hold

period exp piring on the date that is fo our months a and one day a after the closin ng of the Deb bt Settlement.

On behalf f of the Board d of Directors

“Peter Espig”

Peter Esp pig CEO & D 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.

Disclaimer for Forward-Looking Information

Certain statements in this press release related to the Debt Settlement and the securities issuable thereunder are forward-looking statements and are prospective in nature. Forward-looking statements are not based on historical facts, but rather on current expectations and projections about future events, and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. These statements generally can be identified by the use of forward-looking words such as “may”, “should”, “will”, “could”, “intend”, “estimate”, “plan”, “anticipate”, “expect”, “believe” or “continue”, or the negative thereof or similar variations. Forward-looking statements in this news release include statements regarding the settlement of the Interest, resale restrictions relating to the securities to be issued and receipt of the approval of the TSX Venture Exchange. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding the Company’s ability to complete the Debt Settlement, including the risk that the Debt Settlement may not be completed as expected or at all, that the TSX Venture Exchange may not approve the Debt Settlement and such other factors beyond the control of the Company. Such forward looking statements should therefore be construed in light of such factors, and the Company is not under any obligation, and expressly disclaims any intention or obligation, to update or revise any forward looking statements, whether as a result of new information, future events or otherwise. 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.