Nicola Mining Announces Debt Settlement

TSXV: NIM

OTCBB: HUSIF

FSE: HLI

NICOLA MINING ANNOUNCES DEBT SETTLEMENT

VANCOUVER, BC, November 16, 2021 – Nicola Mining Inc. (the “ Company”) today announces that it

intends to pay all of the interest owing on the secured convertible debentures (the “ Debentures”) issued

on November 21, 2019 by the issuance of common shares (each, a “ Share”) of the Company. The

Debentures mature on November 21, 2022 and bear interest (“ Interest”) at a rate of 10% per annum,

which Interest is payable under the terms of the Debent ures annually, at the option of the Company, in

cash or by the issuance of Shares.

The Company intends on paying all of the Interest in S h ar e s t o h o l d e r s o f t he Debentures to settle the

outstanding interest payment obligation for the second year of the term of the Debentures.

Accordingly, the Company intends to issue 5,785,732 Shar es at a price of $0.12 per Share in settlement of

Interest owing of $694,288.20 (the “Debt Settlement”).

An Insider of the Company will be issued 5,208,333 Shares pursuant to the Debt Settlement, which will

constitute a “related party transaction” within the meaning of Multilateral Instrument 61-101 Protection of

Minority Security Holders in Special Transactions (“MI 61-101 ”). The intended issuance to the insider is

exempt from the valuation requirement of MI 61-101 by virtue of the exemption contained in section

5.5(b) as the Company’s shares are not listed on a specified market and from the minority shareholder

approval requirements of MI 61-101 by virtue of the exemption contained in section 5.7(a) of MI 61-101 in

that the fair market value of the consideration of th e Shares to be issued to the related party will not

exceed 25% of the Company’s market capitalization. The Company will close on the payment of the

Interest in Shares in less than 21 days as the paym ent of Interest is due pursuant to the terms of the

Debentures.

The Debt Settlement is subject to TSX Venture Exchan ge approval. The Shares will be subject to a

statutory hold period expiring on the date that is four months and one day after the closing of the Debt

Settlement.

On behalf of the Board of Directors

“Peter Espig”

Peter Espig

CEO & Director

For additional information

Contact: Peter Espig

Phone: (778) 385-1213

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 statem ents. 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 stat ements in this news re lease include statements

regarding the settlement of the Interest, resale restrict ions relating to the secu rities 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 expressl y 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.