Rocky Mountain Liquor Inc.TSXV: RUM

Humber signs Term Sheet for up to $1 Million Private Placement

· Issued by Rocky Mountain Liquor Inc. via CNW

EDMONTON, Jan. 30 /CNW/ - Humber Capital Corporation (TSX-V: RUM) ("Humber"), listed on the TSX Venture Exchange (the "Exchange"), announced today that Humber has entered into a non-binding term sheet (the "Term Sheet") for a private placement of a convertible debenture (the "Debenture"), not to exceed $1 million with a private investor.

Humber owns 100% of Andersons Liquor Inc. ("Andersons") headquartered in Edmonton Alberta, which owns and operates private liquor stores in that province. The Debenture may support Andersons' previously disclosed plan to grow through the acquisition of private liquor stores.

The proposed Debenture is a 5 year unsecured subordinated note and will bear interest at 8.25% per annum payable annually. The Debenture is convertible into common shares of Humber after the fourth month of the date of issue at a conversion price of $0.315.

Completion of the Proposed Transaction is subject to a number of conditions, including Exchange approval, approval by Humber's board of directors, and the completion of the Debenture described above setting forth the terms and conditions in the Term Sheet.

There can be no assurance that the placement of the Debenture will be completed on the terms described as proposed or at all.

If and when a definitive agreement with respect to the Proposed Transaction is executed, Humber will issue a further announcement outlining the details, in accordance with Exchange policy.

The Exchange has in no way passed upon the merits of the Proposed
Transaction and has neither approved nor disapproved the contents of this
press release. The Exchange does not accept responsibility for the
adequacy or accuracy of this press release.

This news release, as of this date, contains "forward-looking statements" within the meaning of applicable securities laws relating to potential acquisitions. Readers are cautioned not to place undue reliance on forward-looking statements. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risks that acquisitions may not materialize. If they do materialize, there remains a risk of non-execution for any reason (including the failure to obtain the required approvals or clearances from regulatory authorities).

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