Vancouver, British Columbia, February 15, 2023 – Nevada Vanadium Mining Corp. (“Nevada Vanadium” or the “Company”) announces that, further to its news releases dated January 26, 2023, it has closed (the “Closing”) the previously announced private placement offering (the “Offering”).

Pursuant to the Closing, the Company issued an aggregate of 2,539,286 Units for aggregate gross proceeds of $355,500.  Each Unit consists of one common share of the Company and one share purchase warrant with each warrant entitling the holder to purchase one additional share of the Company at a price of $0.18 per share for 36 months from Closing (the “Units”).

John Lee, Executive Chairman subscribed for 1,435,000 Units for gross proceeds of $200,900. The issuance of Units to insiders pursuant to the Offering will be considered related party transactions within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company relies on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(a) of MI 61-101 on the basis that participation in the Offering by insiders will not exceed 25% of the fair market value of the Company’s market capitalization. The Company will file a material change report in respect of the related party transactions in connection with the Offering.

In connection with the Closing, the Company issued 25,000 Units as Finders’ Fees. Each Finder’s Unit will consist of one common share of the Company and one non-transferable share purchase warrant with each warrant entitling the holder to purchase one additional share of the Company at a price of $0.18 per share for 3 years.

Proceeds of the Offering are expected to be used for project advancement, working capital and general corporate purposes. 

Nevada Vanadium And Flying Nickel Mining Corp. (“Flying Nickel”) also announce that further to their joint press releases dated October 5, 2022 and August 23, 2022, Nevada Vanadium and Flying Nickel continue to work diligently with their respective advisors towards completion of the proposed acquisition of all of the issued and outstanding common shares of Nevada Vanadium by Flying Nickel by way of a court-approved plan of arrangement (the “Transaction”). Nevada Vanadium and Flying Nickel expect to update the closing schedule in March 2023.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

 

About Nevada Vanadium Mining Corp.

Nevada Vanadium Mining Corp. is a Canadian reporting issuer, holding a 100% interest in the Gibellini Vanadium project in Nevada, United States. 
To find out more about Nevada Vanadium, visit  www.nevadavanadium.com

NEVADA VANADIUM MINING CORP.

ON BEHALF OF THE BOARD

“Ron Espell”

CEO 

For more information about Nevada Vanadium, please contact Investor Relations: info@nevadavanadium.com

 Cautionary Note Regarding Forward-Looking Statements

Certain statements contained in this news release, including statements which may contain words such as “expects”, “anticipates”, “intends”, “plans”, “believes”, “estimates”, or similar expressions, and statements related to matters which are not historical facts are forward-looking information within the meaning of applicable securities laws. Such forward-looking statements, which reflect management’s expectations regarding Company’s future growth, results of operations, performance, and business prospects and opportunities, are based on certain factors and assumptions and involve known and unknown risks and uncertainties which may cause the actual results, performance, or achievements to be materially different from future results, performance, or achievements expressed or implied by such forward-looking statements.

These factors should be considered carefully, and readers should not place undue reliance on the Company’s forward-looking statements. The Company believes that the expectations reflected in the forward-looking statements contained in this news release and the documents incorporated by reference herein are reasonable, but no assurance can be given that these expectations will prove to be correct. In addition, although the Company has attempted to identify important factors that could cause actual actions, events, or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events, or results not to be as anticipated, estimated, or intended. The Company undertakes no obligation to publicly release any future revisions to forward-looking statements to reflect events or circumstances after the date of this news or to reflect the occurrence of unanticipated events, except as expressly required by law.