Mr. Frank Crothers



January 13, 2014 14:33 ET

Acquisition of Securities of Victory Nickel Inc.

GRAND CAYMAN, CAYMAN ISLANDS--(Marketwired - Jan. 13, 2014) - Mr. Frank Crothers ("Crothers"), Camana Bay, 62 Forum Lane, Suite 6201, P.O. Box 30239, Grand Cayman, Cayman Islands KY1-1201, announces that, pursuant to a private sale (the "Transaction"), he acquired, through a company wholly-owned by him, beneficial ownership of and/or control or direction over 6,471,112 common shares (the "Purchased Shares") of Victory Nickel Inc. ("Victory Nickel").

Prior to the Transaction, Crothers, through a company wholly-owned by him, beneficially owned and/or exercised control or direction over 41,693,333 Victory Nickel common shares, representing approximately 7.35% of the issued and outstanding common shares of Victory Nickel on an undiluted basis. Crothers also holds, directly and through a company wholly-owned by him, common share purchase warrants entitling him to acquire up to 17,062,866 Victory Nickel common shares, stock options entitling him to acquire up to 587,500 Victory Nickel common shares and a convertible note (the "Note") currently entitling him to acquire 21,702,000 common shares. Following the acquisition of the Purchased Shares, Crothers beneficially owns and/or exercises control or direction over 48,164,445 Victory Nickel common shares, warrants entitling him to acquire up to 17,062,866 Victory Nickel common shares, stock options entitling him to acquire up to 587,500 Victory Nickel common shares and the Note currently entitling Crothers to acquire up to 21,702,000 common shares of Victory Nickel. These securities represent approximately 14.42% of the issued and outstanding Victory Nickel common shares on a partially diluted basis (or 87,516,811 common shares, assuming exercise of all of the warrants and stock options and conversion of the Note held by Crothers).

The Transaction was a private transaction outside of any market or other facility. The value of any consideration offered by Crothers per Purchased Share was CDN$0.0475.

The Purchased Shares were acquired for investment purposes. Crothers may, in the future, increase or decrease his ownership of securities of Victory Nickel, directly or indirectly, from time to time depending upon the business and prospects of Victory Nickel and future market conditions.

An early warning report (the "EWR") will be filed on SEDAR and will be available for review at www.sedar.com under Victory Nickel's profile. A copy of the EWR can be obtained from the contact below.

Contact Information

  • Frank Crothers
    (345) 640-9004