To: Goose94 who wrote (144708 ) 4/11/2023 6:46:20 AM From: Goose94 Respond to Nevada Vanadium Mining Private Placement Offering of Up To 3,571,429 Units for Gross Proceeds of Up To $500kannounces that it proposes to undertake a non-brokered private placement (the “Placement”) of up to 3,571,429 Units of the Company (the “Units”) at a price of $0.14 per Unit to raise aggregate gross proceeds of up to $500,000. Each Unit will consist 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 3 years. The securities issued as part of the Placement will be subject to a hold period of four months plus one day from the date of issue. Closing of the Placement is expected to occur on or about May 1, 2023. John Lee, Chairman will be subscribing for up to 350,000 Units for gross proceeds of up to $49,000 and Oracle Commodity Holding Corp. will be subscribing for up to 350,000 Units for gross proceeds of up to $49,000. The issuance of Units to insiders pursuant to the Placement 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 Placement 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 Placement. A Finder’s Fees of up to 7% Finder’s Units may be payable in connection with the Placement. 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 Placement 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, Flying Nickel and Nevada Vanadium 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”). Flying Nickel and Nevada Vanadium expect to update the closing schedule in late April 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. Check out latest Nevada Vanadium Presentation 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
