Potash Ridge Closes First Tranche of Convertible Security Financing

TORONTO, ONTARIO--(Marketwired - Jan 4, 2017) - Potash Ridge Corp. (the "Corporation") (TSX:PRK), a near term producer of premium fertilizer in North America, is pleased to announce that it has closed the first tranche of the convertible security financing transaction entered into with The Lind Partners, a New York based asset management firm ("Lind"), which was previously announced by the Corporation on December 16, 2016.

Lind advanced to the Corporation U.S.$2,640,000, less a closing fee of U.S.$132,000, in consideration of the issuance of an initial convertible security with a face value of U.S.$3,168,000 (the "First Convertible Security"). Lind can increase the funding under the First Convertible Security by an additional U.S.$871,200 during its two-year term.

Concurrently with the issuance of the First Convertible Security, the Corporation also issued to Lind 6,511,326 warrants to acquire common shares, exercisable for 60 months at an exercise price of $0.50 per share.

Subject to certain conditions, the funding agreement also provides for the issuance of a second convertible security on mutual agreement of the Corporation and Lind, in which Lind may fund up to another U.S.$6,200,000. Like the first tranche, Lind can also increase the funding under the second convertible security by up to U.S.$2,046,000.

The proceeds will be used to continue advancement of the Corporation's Valleyfield Project in Québec and Blawn Mountain Project in Utah, and provides working capital for general corporate purposes for more than 12 months.

The shares to be issued to Lind pursuant to the funding agreement were conditionally approved for listing by the Toronto Stock Exchange on December 16, 2016, subject to the satisfaction of customary post-closing conditions.

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.

About Lind

The Lind Partners is a New York-based alternative asset management firm that manages several institutional investment funds focused on small- and mid-cap companies publicly traded in Australia, Canada and the UK across the mining, oil & gas, biotech and technology sectors. Lind employs a multi-strategy investment approach: direct investments of new capital (equity, debt and hybrid); participation in syndicated equity placements; IPO/pre-IPO investments; and selective stock trades on the open market. Since 2009, the Lind team has completed over 75 direct investments totaling over $600 million in value. For more information, please visit www.thelindpartners.com.

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 include statements related to advancing the Valleyfield Project and may also 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 state of the equity capital markets; the receipt of any required approvals for the private placement; 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, 2015 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.

Contact

Potash Ridge Corp.
Ross Phillips
Chief Financial Officer
416-362-8640 ext. 103
rphillips@potashridge.com
Potash Ridge Corp.
Jay Hussey
Vice President, Corporate Finance &
President, Valleyfield Fertilizer Corp.
416-362-8640 ext. 102 or C: 416.918.6589
jhussey@potashridge.com