Pacific Potash Corporation (PPOTF: OTCQX International) | Pacific Potash Signs MOU for CDN $15,000,000 With Northern International Group



VANCOUVER, Nov. 22, 2014 /CNW/ – Pacific Potash Corporation (TSX-V: PP)
(“Pacific Potash” or the “Company“) is pleased to announce that it has entered into a non-binding
Memorandum of Understanding of strategic investment with Northern
International Group, a Chinese conglomerate, witnessed by the Canadian
Prime Minister Stephen Harper, Canadian Minister of Foreign Affairs
John Baird, and Canadian Minister of Agriculture and Agri-Food Gerry
, during the Prime Minister’s official visit to China and the APEC
Economic Leaders’ Meeting. The M.O.U demonstrates and represents a
significant part of the further deepening bilateral commercial
relationship between Canada and China.

The M.O.U outlines the proposed terms of a transaction pursuant to which
Northern International Group will subscribe for CDN $15,000,000 by way
of convertible debenture of Pacific Potash. The proceeds from the
investment will be used for development of Pacific Potash’s exploration
program, consisting primarily of drilling, and for general working
capital. The proposed terms of the debenture, which remains subject to
definitive documentation and approval from the TSX Venture Exchange,
are:  interest at 3.5% per anum payable semi-annually, a three year
term, unsecured and convertible into common shares of the Company at
$0.37 per share.   The Company will have the right to force conversion
of the debenture in certain circumstances.

On successful completion of due diligence phase, the parties will
diligently and in good faith negotiate a definitive subscription
agreement for the Convertible Debenture. This agreement is subject to
the regulatory approval of the TSX Venture Exchange.

About Pacific Potash Corporation

Pacific Potash Corporation trades on the TSX Venture Exchange under the
symbol: PP, as well on the OTCQX under the symbol: PPOTF and on the
Frankfurt Stock Exchange under P9P. Pacific Potash is engaged in the
exploration and development of the Provost Potash Property and the
surrounding potash claims targeting the prolific Prairie Evaporite
Formation, which is host to multiple conventional and solution potash
mines. The Company also has an option to acquire an 80% interest in
Western Potash Corporation’s (TSX: WPX) Amazonas Basin claims.

We seek safe harbour.

On behalf of the Board,

Pacific Potash Corporation

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. Caution concerning forward-looking information

This press release contains “forward-looking information” and
“forward-looking statements” within the meaning of applicable
securities laws. This information and statements address future
activities, events, plans, developments and projections. All
statements, other than statements of historical fact, constitute
forward-looking statements or forward-looking information. Such
forward-looking information and statements are frequently identified by
words such as “may,” “will,” “should,” “anticipate,” “plan,” “expect,”
“believe,” “estimate,” “intend” and similar terminology, and reflect
assumptions, estimates, opinions and analysis made by management of
Pacific Potash in light of its experience, current conditions,
expectations of future developments and other factors which it believes
to be reasonable and relevant. Forward-looking information and
statements involve known and unknown risks and uncertainties that may
cause Pacific Potash’s actual results, performance and achievements to
differ materially from those expressed or implied by the
forward-looking information and statements and accordingly, undue
reliance should not be placed thereon.

Risks and uncertainties that may cause actual results to vary include
but are not limited to the availability of financing; fluctuations in
commodity prices; changes to and compliance with applicable laws and
regulations, including environmental laws and obtaining requisite
permits; political, economic and other risks; as well as other risks
and uncertainties which are more fully described in our annual and
quarterly Management’s Discussion and Analysis and in other filings
made by us with Canadian securities regulatory authorities and
available at Pacific Potash disclaims any obligation to update or revise any
forward-looking information or statements except as may be required.

SOURCE Pacific Potash corporation

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