Vancouver, B.C., January 9, 2014 - BIG NORTH GRAPHITE CORP. (TSX-V: NRT) (the "Company" or "Big North"), announces that further to the Company's press release of December 31, 2013 it has closed a non-brokered private placement (the "Offering") of $250,000 aggregate principal amount of unsecured convertible notes (the "Notes"). The Notes mature on January 9, 2015 and are convertible into units of the Company (the "Units") at a price of $0.05 per Unit at the holder's option.
Each Unit consists of one common share in the capital of the Company (the "Shares") and one common share purchase warrant (the "Warrants"). Each Warrant is exercisable to acquire an additional Share at $0.05 until January 9, 2015. The Notes bear interest at 10% per annum, calculated and paid semi-annually.
Upon conversion of the entire principal amount of the Notes, any accrued and unpaid interest will be paid in Shares at a deemed price equal to the greater of (i) the last closing price of the Shares on the TSX Venture Exchange (the "TSX-V") (or other Canadian stock exchange on which the Shares are listed) on the date of the conversion, and (ii) $0.05 per Share. In the event that only part of the principal amount of the Notes is converted into Shares, any accrued and unpaid interest will remain payable on the date of maturity.
All securities issued in connection with the Offering are subject to a statutory hold period expiring May 10, 2014 in accordance with applicable securities legislation. The net proceeds from the Offering will be used by the Company for general working capital. The Offering remains subject to final acceptance by the TSX-V.
This press 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 state in which such offer, solicitation or sale would be unlawful. The securities issued, or to be issued, under the Offering have not been, and will not be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
About Big North Graphite Corp.
Big North is a graphite development and exploration company focused on select projects in Mexico and Canada. The Company acquired three past producing amorphous graphite mines in Sonora, Mexico and is working towards accelerating the restart of the Nuevo San Pedro amorphous graphite mine. Big North is currently in the Test Mining phase at Nuevo San Pedro and has completed four consecutive months of sales of amorphous graphite.
Big North has started the assembly of a processing plant that will be used for crushing, screening, sizing and drying of amorphous graphite to the specifications of future customers. Further, the Company has commenced a strategy of buying unprocessed amorphous graphite from local miners who do not possess the ability to process or ship to end users. Recently, Big North signed an LOI to acquire the El Tejon Flake Graphite Mine and Mill in Oaxaca, Mexico. Big North also owns high priority, large flake graphite exploration projects in Ontario and Quebec, Canada.
For further information please contact Spiro Kletas at (604) 629-8220.
ON BEHALF OF THE BOARD
(signed) "Spiro Kletas"
President and Chief Executive Officer
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.
Except for historical information contained herein, this news release contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially. Except as required pursuant to applicable securities laws, the Company will not update these forward-looking statements to reflect events or circumstances after the date hereof. More detailed information about potential factors that could affect financial results is included in the documents filed from time to time with the Canadian securities regulatory authorities by the Company.
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
OR DISSEMINATION IN THE UNITED STATES
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