Nicola Mining — Capital/Financing Update 2020

May 4, 2020

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NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

TSX.V: NIM

NICOLA MINING ANNOUNCES NON-BROKERED PRIVATE PLACEMENT OF SECURED CONVERTIBLE DEBENTURES

VANCOUVER, BC , May 4, 202 0 – Nicola M ining Inc. ( the “ Company ”) is ple a sed to ann o unce a non-brokered pri v ate placem e nt (the “ Offering ”) of u p to an a g gregate pri n cipal amo u nt of $250,000 of secured c onvertible d ebentures ( the “ Debentures ”) of t h e Compan y .

The agg r egate gros s proceeds from the s a le of the O ffering will be used t o repay ex i sting debentu r es of $250,000.

• Insiders may also participate i n the Offeri n g. The De b entures wi l l include t h e followin g key terms:  t h e minimu m aggregat e principal a mount of t he Debent u res issued pursuant t o the O ffering will be $250,000;

  • t h e Debentu r es shall be a r interest at a rate of 1 0% per an n um, which interest sh a ll be payable ann u ally, in cas h or in com m on shares ( each, a “ Share ”) of the Company, a t the o p tion of the Company;

  • t h e Debentu r es will mat u re three ye a rs after th e date of iss u ance (the “ Maturity Date ”), a n d the pri n cipal amou n t of the D ebentures, t ogether with any acc r ued and u n paid i n terest shall be payable o n the Mat u rity Date;

  • t h e principa l amount o f the Debe n tures shall be converti b le into Sh a res prior t o the M aturity Date, at the opt i on of the h o lder, at a c o nversion p r ice of $0.10 per Share; a nd

  • t h e repayment of the o utstanding principal a nd interest of the De b entures w i ll be s e cured agai n st the asset s of the Co m pany.

All secu r ities issued in connect i on with th e Offering w ill be subje c t to a stat u tory hold period expiring four mont h s and one d ay after cl o sing of the Offering. C ompletion o f the Offer i ng is subject t o the appr o val of the T SX Ventur e Exchange (the “ Exchange ”). Any participati o n by insiders i n the Offer i ng will con s titute a rel a ted party t r ansaction u n der Multil a teral Instr u ment 61-101 - Protection o f Minority Security H o lders in Sp e cial Transa c tions (“ MI 61-101 ”) b ut is expecte d to be ex e mpt from the form a l valuatio n and min o rity share h older ap p roval require m ents of MI 6 1-101.

None of the securities sold in connection with the Offering will be registered under the United States Securities Act of 1933, as amended, and no such securities may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

On behalf of the Board of Directors

“ Peter Espig ” Peter Espig CEO & Director

For additional information contact:

Peter Espig Telephone: (604) 647-0142 Email: peter@nicolamining.com

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.

- Cautionary Statement Regarding Forward Looking Statements

This news release includes certain “forward-looking statements” under applicable Canadian securities legislation that are not historical facts. Forward-looking statements involve risks, uncertainties, and other factors that could cause actual results, performance, prospects, and opportunities to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements in this news release include, but are not limited to, statements with respect to the expectations of management regarding the proposed Offering, the expectations of management regarding the use of proceeds of the Offering, closing conditions for the Offering, the expiry of hold periods for securities distributed pursuant to the Offering, and Exchange approval of the proposed Offering. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Such forward-looking statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements including that: the Company may not complete the Offering on terms favorable to the Company or at all; the Exchange may not approve the Offering; the proceeds of the Offering may not be used as stated in this news release; the Company may be unable to satisfy all of the conditions to the Closing; and those additional risks set out in the Company’s public documents filed on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Except where required by law, the Company disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.