Nicola Mining Announces Issuance of Shares IN Settlement of Interest Owing ON Convertible Debentures and Closing of Convertible Debenture Offering
TSX.V: N
NIC
I
VANCO
announc
the TSX V
a “Share
Settleme
statutory
the Debt
The Co m
complete
which
(the “Deb
Debentur
th
p
op
th
an
in
th
M
th
se
The Com
Proceeds
general w
The Debe
and one
NIM
COLA MIN
INTEREST O
OUVER, B. C
e that, furt h
Venture Exc
”) in settlem
ent”), whic h
y hold perio d
Settlement.
mpany also a
ed a first tr a
it issued
bentures”).
res will inclu
he Debentu r
ayable annu
ption of the
he Debentur
nd the pri n
nterest shall
he principa l
Maturity Dat
he repa yme
ecured again
mpany did no
s from the
working cap
entures are
day after the
ING ANNO
OWING ON
CONV
., Novembe
her to its Ne w
change (the “
ment of $695,
h Shares w e
d expiring o
announces t
anche of its
an a ggre
The Com p
ude the follo
res shall be a
ually, in cash
Company;
res will matu
ncipal amou n
be payable o
l amount o f
e, at the opti
nt of the o
nst the assets
ot pay any fi
Offering w i
ital.
subject to a
e closing of t
OUNCES IS
N CONVERT
VERTIBLE D
r 21, 2019 –
ws Release o
“Exchange”
,588.20 inter
re issued o n
on the date t
that, furthe r
non-brokere
egate of $
pany ma y c
owing key te
ar interest a
h or in comm
ure three yea
nt of the D
on the Matu
f the Debe n
ion of the ho
outstanding
s of the Com
inder’s fees i
ill be used
statutory h
the Offering
SUANCE O
TIBLE DEB
DEBENTUR
Nicola Mi n
of Novembe
) for the issu
rest owing o
n Novemb e
that is four m
r to its Ne w
ed private p
$7,000,882
complete a d
erms:
t a rate of 1
mon shares (
ars after the
Debentures, t
urity Date;
ntures shall
older, at a co
principal a
mpany.
in connectio
to repa y o u
old period e
g.
OF SHARES
BENTURES
RE OFFERIN
ning Inc. (t h
er 1, 2019, i t
uance of 7,32
on the conve
er 21, 2019.
months and
ws Release o
placement ( t
of secure d
dditional tra
10% per an n
(each, a “Sh
e date of iss u
together wi
be converti b
onversion pr
and interest
on with the O
utstanding
expiring on
IN SETTLE
AND CLOS
NG
he “Compan
t has receiv e
21,981 comm
ertible deben
The Shares
d one da y af
of Novembe r
the “ Offerin
d convert i
anches of t h
num, which
hare”) of the
uance (the “M
th an y acc r
ble into Sh a
rice of $0.10
of the De b
Offering.
convertible
the date th a
EMENT OF
SING OF
ny”) is pleas
ed approval
mon shares (
ntures (the “
are sub ject
ter the closi
r 13, 2019, i
ng”) pursu a
ible debe n
he Offerin g.
interest sh a
Company, a
Maturity Da
rued and u n
ares prior t o
per Share; a
bentures w i
debentures
at is four m o
sed to
from
(each,
Debt
t to a
ng of
it has
ant to
ntures
The
all be
at the
ate”),
npaid
o the
and
ill be
s and
onths
Insiders of the Company were issued an aggreg ate of 6,578,947 Shares pursuant to the Debt
Settlement which constituted a “related party tr ansaction” within the me aning of Multilateral
Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“ MI 61-
101”). The issuance of the Shares to insiders was exempt from the valuation requirement of MI
61-101 by the 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(1)(a) as the value of the Shares did
not exceed 25% of the Company’s market capitalization.
Insiders of the Company acquired an aggregate of $6,295,000 in Debentures which constituted a
“related party transaction” within the meaning of MI 61-101. The issuance of Debentures to
insiders is exempt from the valuation requirem ent 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 a pproval requirements of MI 61-1 01 on the basis of the financial
hardship exemption contained in Section 5.7(1)(e) of MI 61-101.
The Company closed on the payment of the Interest in Shares in less than 21 days as the
payment of Interest is due pursuant to the terms of the convertible debentures and closed on the
Offering to pay outstanding convertible debe ntures and to improve the Company’s financial
position.
On behalf of the Board of Directors
“Peter Espig”
Peter Espig
CEO & Director
For additional information contact:
Peter Espig
Telephone: 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.