Wednesday, September 8th, 2021, Vancouver, B.C. - Northern Vertex Mining Corp. (TSX.V: NEE) (USOTC: NHVCF) (the “Company” or “Northern Vertex”) wishes to announce that the Board of Directors of the Company (the "Board") has authorized a consolidation of the issued and outstanding common shares of the Company (the "Common Shares") on the basis of one (1) post-consolidation Common Share for every six (6) pre-consolidation Common Shares (the "Consolidation") and a change of the Company’s name from "Northern Vertex Mining Corp." to "Elevation Gold Mining Corporation” (the “Name Change”). Prior to, or concurrently with, the Consolidation, Northern Vertex will be cancelling approximately 19.5 million Common Shares that are held in treasury related to the merger with Eclipse Gold Mining Corporation on February 12, 2021 (the “Merger Shares”). After completion of the Consolidation, the Common Shares will begin trading on the OTCQX platform for United States based investors.
After cancellation of the Merger Shares, the remaining approximately 364.9 million Common Shares issued and outstanding will be reduced to approximately 60.8 million post-Consolidation Common Shares prior to rounding for fractional shares. No fractional shares will be issued under the Consolidation. Any fractional shares equal to or greater than one-half resulting from the Consolidation will be rounded up to the next whole number of Common Shares, and any fractional shares less than one-half resulting from the Consolidation will be rounded down to the nearest whole number. The exercise or conversion price and the number of shares issuable under the Company's outstanding stock options and convertible instruments will be proportionately adjusted upon completion of the Consolidation, including, but not limited to, the Common Share purchase warrants of the Company expiring on January 14, 2023 which were issued pursuant to a warrant indenture dated February 12, 2021 between the Company and Computershare Trust Company of Canada and are listed on the TSX Venture Exchange (the “TSXV”) under the symbol “NEE.WT”.
The Consolidation and the Name Change are subject to the approval of the TSXV and the pre-consolidation Common Shares will continue to be traded on the TSXV under the current trading symbol "NEE" until the effective date of the Consolidation and the Name Change. Upon receipt of TSXV approval for the Consolidation and the Name Change, the Company will provide further details, including the effective date of the Consolidation and the Name Change and the commencement date for trading of the Common Shares on a post-Consolidation basis under the Company's new name and trading symbol.
The Board believes that the Consolidation will provide the Company with greater flexibility for the continued development of its business and the growth of the Company, including financing arrangements.
About Northern Vertex Mining Corp.
Northern Vertex offers investors a rare combination of cash flow, production, top-tier management, and exceptional exploration potential within two projects on the Walker Lane Gold Trend of western Nevada and Arizona. Management is executing a clear strategy that expands production and resources at the Moss Mine in Arizona while aggressively exploring the Hercules Project in Nevada.
ON BEHALF OF THE BOARD OF NORTHERN VERTEX MINING CORP
“Michael G. Allen”
TSXV: NEE | USOTC: NHVCF | Frankfurt: 54N | ISIN: CA6660061012 | WKN: A1JUA0
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 Information
All statements, trend analysis and other information contained in this press release about anticipated future events or results constitute forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as “seek”, “anticipate”, “believe”, “plan”, “estimate”, “expect” and “intend” and statements that an event or result “may”, “will”, “should”, “could” or “might” occur or be achieved and other similar expressions. All statements, other than statements of historical fact, included herein, are forward-looking statements, including, but not limited to statements regarding the Consolidation and the Name Change. Although Northern Vertex believes that the expectations reflected in such forward-looking statements and/or information are reasonable, undue reliance should not be placed on forward-looking statements since Northern Vertex can give no assurance that such expectations will prove to be correct. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements, including the risks, uncertainties and other factors identified in Northern Vertex’s periodic filings with Canadian securities regulators. Forward-looking statements are subject to business and economic risks and uncertainties and other factors that could cause actual results of operations to differ materially from those contained in the forward-looking statements. Important factors that could cause actual results to differ materially from Northern Vertex’s expectations include risks related to the failure of Northern Vertex to receive the acceptance of the TSXV of the Consolidation and the Name Change; risks associated with the business of Northern Vertex; risks related to reliance on technical information provided by Northern Vertex; risks related to exploration and potential development of Northern Vertex’s projects; business and economic conditions in the mining industry generally; fluctuations in commodity prices and currency exchange rates; uncertainties relating to interpretation of drill results and the geology, continuity and grade of mineral deposits; the need for cooperation of government agencies in the exploration and development of properties and the issuance of required permits; the need to obtain additional financing to develop properties and uncertainty as to the availability and terms of future financing; the possibility of delay in exploration or development programs and uncertainty of meeting anticipated program milestones; uncertainty as to timely availability of permits and other governmental approvals; and other risk factors as detailed from time to time and additional risks identified in Northern Vertex’s filings with Canadian securities regulators on SEDAR (available at www.sedar.com). Forward-looking statements are based on estimates and opinions of management at the date the statements are made. Northern Vertex does not undertake any obligation to update forward-looking statements except as required by applicable securities laws. Investors should not place undue reliance on forward-looking statements.