News Press Releases

Hot Chili Limited Reports Quarterly Interest Payment on Convertible Notes

V.HCH | January 19, 2022

(NewsDirect)

Hot Chili Limited (ASX:HCH; TSXV:HCH; OTCQB:HHLKF) ("Hot Chili" or the "Company") advises that with respect to the quarter ended 31 December 2021, the Company has paid to the holders (the "Holders") of convertible notes (the "Convertible Notes") issued on 22 June 2017 and 8 September 2017, interest (the "InterestDebt") in the amount of A$139,616.60 by the issue of 82,043 ordinary shares of the Company ("Ordinary Shares") at a deemed issue price of A$1.70101 per Ordinary Share.

In addition, Hot Chili has issued 38,224 Ordinary Shares at a deemed value of A$1.6665 per Ordinary Share to certain Holders who elected to convert their Convertible Notes in accordance with the terms of the Convertible Notes (the "Conversion Debt"). The Convertible Notes were issued by the Company on the terms set out in a trust deed dated May 25, 2017 and varied June 19, 2017.

The Ordinary Shares issued in satisfaction of the Interest Debt and the Conversion Debt were issued to persons in offshore jurisdictions pursuant to Ontario Securities Commission Rule 72-503 – Distributions Outside Canada and such securities are not subject to a statutory hold period. Ordinary Shares that were issued to an entity controlled by Murray Black, a director of Hot Chili, in connection with the settlement of the Interest Debt will be subject to a four-month hold period from the date of issuance of the applicable Ordinary Shares pursuant to the policies of the TSX Venture Exchange.

A director of the Company was issued 4,575 Ordinary Shares as consideration for the settlement of $7,783.10 of Interest Debt, which is considered to be a "related party transaction" for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). In compliance with the terms of the Convertible Notes, the Company determined that it was not practical to announce the transaction 21 days before the expected settlement date. The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The Company is exempt from the formal valuation requirement in section 5.4 of MI 61-101 and the minority shareholder approval requirement in section 5.6 of MI 61-101 in reliance on section 5.5(a) and section 5.7(1)(a), respectively, of MI 61-101, as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25% of the Company's market capitalization.

About Hot Chili

Hot Chili Limited is a mineral exploration company with assets in Chile. The Company's flagship project, Costa Fuego, is the consolidation into a hub of the Cortadera porphyry copper-gold discovery and the Productora copper-gold deposit, set 14 km apart in an excellent location – low altitude, coastal range of Chile, infrastructure rich, low capital intensity.The Costa Fuego landholdings, contains an Indicated Resource of 391Mt grading 0.52% CuEq (copper equivalent), containing 1.7 Mt Cu, 1.5 Moz Au, 4.2 Moz Ag, and 37 kt Mo and an Inferred Resource of 334Mt grading 0.44% CuEq containing 1.2Mt Cu, 1.2 Moz Au, 5.6 Moz Ag and 27 kt Mo, at a cut-off grade of 0.25% CuEq.The Company is working to advance its Costa Fuego Project through a preliminary feasibility study (followed by a full FS and DTM), and test several high-priority exploration targets.

Certain statements contained in this news release, including information as to the future financial or operating performance of Hot Chili and its projects may include statements that are "forward‐looking statements" which may include, amongst other things, statements regarding targets, estimates and assumptions in respect of mineral reserves and mineral resources and anticipated grades and recovery rates, production and prices, recovery costs and results, and capital expenditures and are or may be based on assumptions and estimates related to future technical, economic, market, political, social and other conditions.These forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by Hot Chili, are inherently subject to significant technical, business, economic, competitive, political and social uncertainties and contingencies and involve known and unknown risks and uncertainties that could cause actual events or results to differ materially from estimated or anticipated events or results reflected in such forward‐looking statements.

Hot Chili disclaims any intent or obligation to update publicly or release any revisions to any forward‐looking statements, whether as a result of new information, future events, circumstances or results or otherwise after the date of this news release or to reflect the occurrence of unanticipated events, other than as may be required by law. The words "believe", "expect", "anticipate", "indicate", "contemplate", "target", "plan", "intends", "continue", "budget", "estimate", "may", "will", "schedule" and similar expressions identify forward‐looking statements.

All forward‐looking statements made in this news release are qualified by the foregoing cautionary statements. Investors are cautioned that forward‐looking statements are not a guarantee of future performance and accordingly investors are cautioned not to put undue reliance on forward‐looking statements due to the inherent uncertainty therein.

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 news release.