Potash Ridge Corporation
TSX : PRK
OTCQX : POTRF

Potash Ridge Corporation

April 05, 2016 17:02 ET

Potash Ridge Receives Commitment from NHP Asset Management AG to Invest $1,000,000

TORONTO, ONTARIO--(Marketwired - April 5, 2016) - Potash Ridge Corporation ("Potash Ridge") (TSX:PRK)(OTCQX:POTRF), a near term producer of premium fertilizer in North America, is pleased to announce that it has reached agreement with NHP Asset Management AG of Zurich Switzerland ("NHP"), where NHP and its associates have committed to an investment of $1,000,000 into Potash Ridge by way of private placement (the "Private Placement").

NHP is a privately owned independent Swiss family office focusing on personalized advisory and asset management services. NHP follows a value investing philosophy that includes investments in small to mid-cap companies with promising growth potential. NHP has decades of expertise in the area of finance and a history of introducing large institutions, funds and banks throughout Europe into projects with high merit.

Under the terms of the private placement commitment, Potash Ridge will issue and NHP will acquire 6.67 million Units at a price of $0.15 per Unit for gross proceeds of $1,000,000. Each Unit will be comprised of one common share in the capital of Potash Ridge (a "Common Share") and one half Common Share purchase warrant (a "Warrant"). Each Warrant will be exercisable to acquire one Common Share at an exercise price of $0.30 per Common Share for a period of three years from the date of closing of the Private Placement (the "Closing"). Potash Ridge will have the right to require NHP to exercise the Warrants at any time in the event that the Common Shares trade above $0.70 for 21 consecutive trading days. A maximum number of 10 million Common Shares will be issued to NHP and its associates under the Private Placement that will comprise 6.67 million Common Shares, and Warrants that could be converted into an additional 3.33 million Common Shares. A Finder's fee will be paid on the private placement.

Closing is expected to occur on or around April 15, 2016, subject to receipt of final applicable regulatory approvals including approval of the TSX. All securities issued in connection with the Private Placement will be subject to a restricted period that expires four months plus one day following the date of issuance.

Concurrent with the Closing, the Potash Ridge has agreed to engage NHP to provide European capital markets and investor relations advisory services. Under the terms of the advisory agreement NHP could receive up to an additional 1,000,000 Warrants at the same exercise price and term as outlined above.

Guy Bentinck, Potash Ridge's President and Chief Executive Officer, commented, "We look forward to working closely with our new partners from Europe and believe this relationship will prove to be a significant step in moving our sulphate of potash assets to full commercialization."

Potash Ridge may issue additional Units under the same terms outlined above if it deems fit.

The proceeds from the private placement will be used to advance the Company's wholly-owned Valleyfield Fertilizer and Blawn Mountain projects and for general corporate purposes.

Conference Call

Potash Ridge will be hosting a conference call provide a corporate update at 2:00pm, Eastern Time, Wednesday April 6, 2016. The details are as follows:

Dial in number: 647-788-4919 or 1-877-291-4570

Taped replay (until April 20, 2016): 416-621-4642 or 1-800-585-8367

Taped replay access code: 86520447

About Potash Ridge

Potash Ridge's strategy is to become a premier producer of sulphate of potash or SOP in North America. The Corporation owns two SOP projects: the Valleyfield Project that plans to produce SOP through the Mannheim Process; and the Blawn Mountain Project in Utah that plans to produce SOP by processing an alunite material. Potash Ridge has a highly qualified and proven management team in place with significant financial, project management and operational experience and the ability to take projects into production.

Forward-Looking Statements

This press release contains forward-looking statements, which reflect the Corporation's expectations regarding future growth, results of operations, performance and business prospects. These forward-looking statements may include statements that are predictive in nature, or that depend upon or refer to future events or conditions, and can generally be identified by words such as "may", "will", "expects", "anticipates", "intends", "plans", "believes", "estimates", "guidance" or similar expressions. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements. These statements are not historical facts but instead represent the Corporation's expectations, estimates and projections regarding future events. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by the Corporation, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Known and unknown factors could cause actual results to differ materially from those projected in the forward-looking statements. Such factors include, but are not limited to: the future financial or operating performance of the Corporation and its subsidiaries and its mineral projects; the anticipated results of exploration activities; the estimation of mineral resources; the realization of mineral resource estimates; capital, development, operating and exploration expenditures; costs and timing of the development of the Corporation's mineral projects; timing of future exploration; requirements for additional capital; climate conditions; government regulation of mining operations; anticipated results of economic and technical studies; environmental matters; receipt of the necessary permits, approvals and licenses in connection with exploration and development activities; appropriation of the necessary water rights and water sources; changes in commodity prices; recruiting and retaining key employees; construction delays; litigation; competition in the mining industry; reclamation expenses; reliability of historical exploration work; reliance on historical information acquired by the Corporation; optimization of technology to be employed by the Corporation; title disputes or claims and other similar matters.

If any of the assumptions or estimates made by management prove to be incorrect, actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained herein. Such assumptions include, but are not limited to, the following: that general business, economic, competitive, political and social uncertainties remain favorable; that agriculture fertilizers are expected to be a major driver in increasing yields to address demand for premium produce, such as fruits and vegetables, as well as diversified protein rich diets necessitating grains and other animal feed; that actual results of exploration activities justify further studies and development of the Corporation's mineral projects; that the future prices of minerals remain at levels that justify the exploration and future development and operation of the Corporation's mineral projects; that there is no failure of plant, equipment or processes to operate as anticipated; that accidents, labour disputes and other risks of the mining industry do not occur; that there are no unanticipated delays in obtaining governmental approvals or financing or in the completion of future studies, development or construction activities; that the actual costs of exploration and studies remain within budgeted amounts; that regulatory and legal requirements required for exploration or development activities do not change in any adverse manner; that input cost assumptions do not change in any adverse manner, as well as those factors discussed in the section entitled "Risk Factors" in the Corporation's Annual Information Form (AIF) for the year-ended December 31, 2014 found on sedar.com. The Corporation disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law.

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