Noble Mineral closes $290,000 1st tranche of financing

Nov 19, 2016

NOBLE RAISES $290,000 IN PRIVATE PLACEMENT OF CONVERTIBLE DEBENTURES

Noble Mineral Exploration Inc. has raised gross proceeds of $290,000 in a first tranche of its previously announced (see Noble’s news release of Aug. 24, 2016) private placement of up to $1.25-million in convertible debentures. The current transaction consisted of the brokered issuance of debentures having an aggregate principal amount of $125,000 and the non-brokered issuance of debentures having an aggregate principal amount of $165,000. The debentures are subject to a hold period expiring March 18, 2017.

As previously disclosed, the company is proposing to consolidate its common shares on a one-for-five basis. The debenture(s) issued in the private placement have a two-year term and bear interest at 10 per cent per annum. The principal amount of the debentures is convertible into postconsolidated units (based on a proposed one-for-five consolidation of Noble’s shares) at 7.5 cents per unit for conversions within one year from issuance and at 10 cents per unit for conversions completed in the second year after issuance. Each postconsolidated unit will consist of one postconsolidated common share of Noble and one common share purchase warrant. Each warrant will be exercisable for one postconsolidated common share at 7.5 cents for a five-year period.

The company has called a shareholders meeting for Dec. 8, 2016, where it will ask its shareholders to approve the one-for-five share consolidation. Assuming that the consolidation proposal is duly approved by shareholders and by the TSX Venture Exchange, the debentures issued in this first tranche of the private placement will then be convertible into 3,866,666 postconsolidation common shares and 3,866,666 warrants exercisable (and those warrants exercisable for 3,866,666 common shares at 7.5 cents per share for a five-year period). Prior to the proposed share consolidation being completed or if the share consolidation is not completed, the principal amount of the debenture(s) will be convertible into units at the option of the holders at five cents per unconsolidated common share unit first year and at 10 cents per unconsolidated common share unit in the second year. Each unconsolidated unit would consist of one common share and one common share purchase warrant, each such warrant being exercisable for one common share at five cents for a five-year period.

In connection with the brokered issuance of debentures, the company paid a cash commission of 9 per cent on the amount raised and issued 166,666 compensation warrants exercisable for five years, each warrant exercisable at five cents per share. The compensation warrants issued are subject to a hold period expiring March 18, 2017.

Noble obtained conditional approval from the TSX-V for this private placement, but it remains subject to final approval from the TSX-V.

About Noble Mineral Exploration

Noble Mineral Exploration holds in excess of 70,641 hectares of mineral rights in the Timmins-Cochrane areas of Northern Ontario. The company also holds a portfolio of diversified exploration projects at various stages of exploration gold in the Wawa area of Northern Ontario and uranium in Northern Saskatchewan.

http://www.noblemineralexploration.com/s/NewsReleases.asp