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Nicola Mining Announces Proposed Amendments to Subordinated Secured Convertible Debentures

Financings Debt & Credit Facilities

TSX.V: N NIM NEWS RE ELEASE

NICO OLA MINING G ANNOUN NCES PROP POSED AM MENDMENT TS TO SUBO ORDINATE ED SECUR RED CONV VERTIBLE D DEBENTUR RES

VANCOUVER, B.C., April 23, , 2018 – N Nicola Minin ng Inc. (the e “Company y” or “Nic cola”) announces that it in ntends to am mend (the “ “Amendmen nt”) the secu ured conver rtible deben ntures (each, a “Debentur re”) in the aggregate principal a amount of $250,000 is ssued to ce ertain subscribe ers as previ iously annou unced in its s News Rele eases of No ovember 24, 2014, Augu ust 8, 2014, Ma ay 19, 2015 a and May 20 0, 2015. In co onnection w with the issu uance of the e Debentures s, the Company y also issue ed 250,000 non-transfe erable comm mon share p purchase w warrants (each, a “Warran nt”), with ea ach Warrant exercisable e into one co ommon sha are of the Company (ea ach, a “Share”)

) at an exerc cise price of $0.375 until l May 20, 20 016 and at $ $0.50 per Sha are until Ma ay 20, 2019.

2018 (the “Maturity Date”) an The Deb bentures m mature on May 20, 2 nd bear int terest (the “Interest”) at a r rate of 10% p per annum, which Inter rest is payab ble as to 50% % in cash and d 50% by the issuance of Sh hares at a pr rice per Shar re equal to t the market p price at the time of issu uance. The Debe (the “Conv entures are also convert tible into Sh hares a conve ersion price

version Price e”) of $0.275 pe er Share at an ny time, and d from time to time, unti il the Maturity Date.

The Com mpany intend ds to make th he following g amendmen nts to the De ebentures:

  • th he Conversio on Price of the Debentu ures be redu uced from $ $0.275 per Sh hare to $0.22 per Sh hare;
  • th he Maturity Date will be e extended fr rom May 20 0, 2018 to Ma ay 20, 2020; a and
  • th he exercise price of th he Warrants be reduced d from $0.5 50 to $0.275 5, with a fo orced co onversion in n the event that the Sha ares trade ab bove $0.347 75 for at leas st 10 consec cutive tr rading days.

All other r terms of t the Debentu ures will rem main the sam me. The Am mendment i is subject to

  • TSX

Venture Exchange (th he “Exchang ge”) approval.

One of t the subscrib bers, Peter E Espig, the C Company’s President, C Chief Execu utive Officer r and director, is considere ed a “related d party” wi ithin the me eaning of Mu ultilateral In nstrument 61-101 Protection n of Minority y Security Ho olders in Spec cial Transacti ions (“MI 61 1-101”) and the Amend dment is therefo ore considere ed to be a “r related party y transaction n” within the e meaning o of MI 61-101. . The Amendm ment, howev ver, is exem mpt from th he valuation n requireme ent and fro om the min nority shareholder approva al requirem ments of MI 61-101 by virtue of th he exemptio ons containe ed in sections 5.5(b) as no securities o et and 5.7(1)(a) of of the Compa any are liste ed on a spec cified marke MI 61-10 01 in that ne either the the fair marke et value of t the amendm ment or cons sideration fo or the ment exceeded 25% of the amendm e Company’

’s market cap pitalization.

. This News s Release is b being filed less s than 21 day ys before the e Amendme ent being ap pproved beca ause the Com mpany wish hes to complete e the Amend dment in a ti imely manne er.

On behalf of the Board of Directors

“Peter Espig”

Peter Espig CEO & Director

For additional information Contact: (604) 647-0142 or [email protected]

Disclaimer for Forward-Looking Information

This news release contains forward-looking information that involve various risks and uncertainties regarding future events. Such forward-looking information can include without limitation statements based on current expectations involving a number of risks and uncertainties and are not guarantees of future performance of Nicola, such as statements that Nicola intends to amend the terms of the Debenture. There are numerous risks and uncertainties that could cause actual results and Nicola’s plans and objectives to differ materially from those expressed in the forward-looking information, including: (i) adverse market conditions; or (ii) the Exchange not approving the Amendment. Actual results and future events could differ materially from those anticipated in such information. These and all subsequent written and oral forward-looking information are based on estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this notice. Except as required by law, Nicola does not intend to update these forward-looking statements.

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.