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Hinterland Closes First Tranche Convertible Debenture Financing and Announces Intent to Close Final Tranche

Newsfile Corp.

Toronto, Ontario--(Newsfile Corp. - November 28, 2019) - Hinterland Metals Inc. ("Hinterland" or the "Company") is pleased to announce that it has closed the first tranche (the "First Tranche") of a non-brokered private placement (the "Offering") under which it sold $423,529.47 aggregate principal amount of convertible debenture units ("Units") for an aggregate purchase price of $360,000.05 (representing an original issue discount equal to 15% of the purchase price). The First Tranche was comprised of an aggregate of $423,529.47 principal amount of 15.0% secured convertible debentures that mature in one (1) year (the "Convertible Debentures") and an aggregate of 7,200,001 common share purchase warrants (each, a "Warrant").

Subject to the terms and conditions of the certificate representing the Debentures, the principal amount of the Debentures and any interest accrued but unpaid thereon will be convertible, at the option of the holders thereof, into common shares of the Company ("Common Shares") at a conversion price of $0.05, at any time while any portion of the principal amount of the Debenture is outstanding. Subject to the terms and conditions of the certificate representing the Warrants, each Warrant will be exercisable by the holder thereof to acquire one (1) Common Share (a "Warrant Share") at an exercise price of $0.05 per Warrant Share for a period of three (3) years following the date of issuance. The Debentures and Warrants are subject to customary adjustments in certain events. In addition, if at any time during the term thereof, the Company issues securities at a price deemed lower than the conversion price or exercise price then in effect of, respectively, the Convertible Debentures and Warrants then such conversion price or exercise price will be adjusted downward to such lower price.

All of the securities issued in connection with the Offering are subject to a "hold period" of four months plus one day from the date of closing pursuant to applicable securities laws. The Company expects to raise an additional $50,000 under the Offering in the coming days.

Further Information

For further information, please contact:

Hinterland Metals Inc.
1 Adelaide Street East, Suite 801
Toronto, Ontario, M5C 2V9
Attention: Binyomin Posen, Director and Chief Executive Officer
Email: bposen@plazacapital.ca

Disclosure Regarding Forward-Looking Statements:

This press release may contain certain forward-looking information and statements ("forward-looking information") within the meaning of applicable Canadian securities legislation, that are not based on historical fact, including without limitation, statements containing the words "believes", "anticipates", "plans", "intends", "will", "should", "expects", "continue", "estimate", "forecasts" and other similar expressions. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements. The Company undertakes no obligation to comment on analyses, expectations or statements made by third-parties, its securities, or financial or operating results (as applicable). Although the Company believes that the expectations reflected in forward-looking information in this press release are reasonable, such forward-looking information has been based on expectations, factors and assumptions concerning future events which may prove to be inaccurate and are subject to numerous risks and uncertainties, certain of which are beyond the Company's control. The forward-looking information contained in this press release are expressly qualified by this cautionary statement and are made as of the date hereof. The Company disclaims any intention and has no obligation or responsibility, except as required by law, to update or revise any forward-looking information, whether as a result of new information, future events or otherwise.

This press release is intended for distribution in Canada only and is not intended for distribution to United States newswire services or dissemination in the United States. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This release does not constitute an offer for sale of securities in the United States.

Not for distribution to U.S. Newswire Services or for dissemination in the United States. Any failure to comply with this restriction may constitute a violation of U.S. Securities laws.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/50226