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World Copper Ltd. (TSXV: WCU) (OTCQB: WCUFF) (FSE: 7LY0) ("World Copper" or the "Company") reports that pursuant to their news release dated February 27, 2024, the Company has closed a first tranche of their non-brokered financing issuing an aggregate 53,015,112 units for gross proceeds of $3,711,058. Each Unit consists of one common share of the Company (a "Share") and one-half of one common share purchase warrant (a "Warrant"). Each whole Warrant entitles the holder to acquire one additional share of the Company for a period of two years from the date of issuance at a price of $0.17 per share. The expiry of the Warrants may be accelerated if the closing price of the Company's common shares on the TSX Venture Exchange ("TSXV") is equal to or greater than $0.30 for a minimum of twenty consecutive trading days and a notice of acceleration is provided in accordance with the terms of the Warrants.
Insider participation included Gordon Neal, CEO & President (1,714,285 units), Timothy McCutcheon, Director (400,000 units), Sead Hamzagic, CFO (500,000 units), Robert C. Kopple through his corporation KF Business Ventures, LP (14,285,714 units). These transactions constitute "related party transactions" as such term is defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is relying on the exemptions from the formal valuation and minority approval requirements under MI 61- 101. The Company is exempt from the formal valuation and minority approval requirements of MI 61-101 in reliance on sections 5.5(a) and 5.7(1)(a) 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.
Finders received 7% cash and 7% non-transferable broker warrants exercisable at $0.17 for two years and are subject to acceleration provisions. Finders are Canaccord Genuity Corp. ($11,907.00 cash and 170,100 warrants), Echelon Securities ($4,900 cash and 70,000 warrants), Haywood Securities Inc. ($7,000 cash and 100,000 warrants), RBC Dominion Securities Inc. ($10,780.00 cash only), Research Capital Corporation ($20,128.50 cash and 287,550 warrants), Richardson Wealth ($7,227.50 cash and 103,250 warrants) and Viking Infrastructure Systems Limited ($2,450.00 cash and 35,000 warrants).
All securities issued in the Offering have a four-month plus one day hold period, during which time the securities may not be traded. Closing of the Offering is subject to the final acceptance of the TSXV.
The net proceeds from the Offering are intended for general working capital and development costs.
This press release does not constitute an offer of sale of any of the foregoing securities in the United States. None of the foregoing securities have been and will not be registered under the U.S. Securities Act of 1933, as amended (the "1933 Act") or any applicable state securities laws and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act) or persons in the United States absent registration or an applicable exemption from such registration requirements. This press release does not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the foregoing securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
ABOUT World Copper Ltd.
World Copper Ltd., headquartered in Vancouver, BC, is a Canadian resource company focused on the exploration and development of its copper porphyry projects: Escalones and Cristal in Chile, and Zonia in Arizona. Two of these projects have estimated resources with significant soluble copper mineralization, and each has additional copper porphyry targets with exciting potential to expand the resource base.
Detailed information is available at World Copper's website at www.worldcopperltd.com, and for general Company updates you may follow us on our social media pages via Facebook, Twitter & LinkedIn.
On Behalf of the Board of Directors of
"Gordon Neal"
Gordon Neal
Chief Executive Officer and President
For further information, or to schedule a Zoom meeting with Management, please contact:
Gordon Neal or Michael Pound
Phone: 604-638-3287
E-mail: info@worldcopperltd.com
For all Public Relations inquiries, please contact:
Nancy Thompson
Vorticom, Inc.Office: 212-532-2208 | Mobile: 917-371-4053
Follow Us:
Twitter: https://twitter.com/WorldCopperLtd
Facebook: https://www.facebook.com/WorldCopperLtd
LinkedIn: https://www.linkedin.com/company/worldcopperltd
Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.
Cautionary Note Regarding Forward-Looking Statements
This news release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable Canadian and U.S. securities legislation, including the United States Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, included herein including, without limitation, statements with respect to the anticipated business plans and timing of future activities of the Company, are forward-looking statements. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are typically identified by words such as: "believes", "expects", "anticipates", "intends", "estimates", "plans", "may", "should", "would", "will", "potential", "scheduled" or variations of such words and phrases and similar expressions, which, by their nature, refer to future events or results that may, could, would, might or will occur or be taken or achieved. In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, that market fundamentals will result in sustained copper and precious metals demand and prices, the receipt of any necessary permits, licenses and regulatory approvals in connection with the future development of the Company's projects in a timely manner, the availability of financing on suitable terms for the development, construction and continued operation of the Company's projects and the Company's ability to comply with environmental, health and safety laws.
Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to differ materially from any future results, performance or achievements expressed or implied by the forward-looking information. Such risks and other factors include, among others, requirements for additional capital, actual results of exploration activities, including on the Escalones Project and the Cristal Project, the reasonability of the economic assumptions at the basis of the results of the PEA for the Zonia Project, the estimation or realization of mineral reserves and mineral resources, future prices of copper, changes in general economic conditions, changes in the financial markets and in the demand and market price for commodities, lack of investor interest in the Private Placement, accidents, labour disputes and other risks of the mining industry, delays in obtaining governmental approvals (including acceptance of the Private Placement by the TSXV), permits or financing or in the completion of development or construction activities, risks relating to epidemics or pandemics, including the impact of an epidemic or pandemic on the Company's business, financial condition and results of operations, changes in laws, regulations and policies affecting mining operations, title disputes, the timing and possible outcome of any pending litigation, environmental issues and liabilities, as well as the risk factors described in the Company's annual and quarterly management's discussion and analysis and in other filings made by the Company with Canadian securities regulatory authorities under the Company's profile at www.sedar.com.
Readers are cautioned not to place undue reliance on forward-looking statements. The Company undertakes no obligation to update any of the forward-looking statements in this news release or incorporated by reference herein, except as otherwise required by law.
**NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES**
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/205378
