Nicola Mining Announces Debt Settlement
TSX.V: N NIM
NICOLA M MINING ANN NOUNCES D DEBT SETTLE EMENT
VANCOU
UVER, B.C., N November 13 3, 2020 – 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 19 by the issuance of com mmon shares s (each, a “S Share”) of th he Company. The Debenture es mature on n November 21, 2022 and d bear interes st (“Interest”
”) at a rate of f 10% per an nnum, of the Company, in which Int terest is payab ble under the e terms of the e Debentures s annually, at the option o cash or by y the issuance e of Shares.
The Comp pany intends s on paying a all of the Inte erest in Share es to holders of the Deben ntures to sett tle the outstanding interest pa ayment obliga ation for the f first year of th he term of the e Debentures.
.
According gly, the Comp pany intends to issue 5,600 0,705 Shares a at a price of $ $0.125 per Sha are in settlem ment of Interest ow wing of $700, ,088.20 (the “D
Debt Settlem
ment”).
Insiders o of the Compan ny will be iss sued an aggre egate of 5,036, ,000 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 S Security Holde ers in Special T Transactions (“ “MI 61-101”)
). The intend ded issuance t to the 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 va alue of the con nsideration o of the Shares t to be issued t to the related party 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 t Settlement i is subject to TSX Venture e Exchange a approval. T The Shares w will be subject t to a statutory hold period e expiring on t the date that is four month hs and one d day after the c closing of the e Debt Settlemen nt.
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.