Vancouver, Canada – December 6, 2022 – Coppernico Metals Inc. (“Coppernico” or the “Company”) announces that it is proposing to raise up to C$3.5 million by privately placing subscription agreements for future equity security ("SAFE"). Amounts invested in the SAFE will automatically convert into Coppernico's common shares to be priced at a 20% discount to its next common share qualifying financing. A qualifying financing is one that is equal to or greater than the dollar amount of SAFEs sold, and which is coupled with a listing on a recognized stock exchange. The minimum SAFE conversion price is C$0.30 and the maximum is C$1.25 per common share.
The SAFE offering is not brokered and does not have a minimum or maximum aggregate subscription amount. Proceeds will be used for corporate costs, potential acquisition, and working capital. The SAFEs and any common shares into which they are converted will have a four-month hold period in Canada from the completion date of the SAFE offering. The SAFEs will not be registered under Canadian or US securities laws and will only be offered where and to whom permitted by applicable law. Insiders are expected to participate for an amount of approximately C$100,000.
"We believe that we are in the final stages of our community access agreement for our flagship Peruvian copper-gold mineral project and are reviewing additional acquisitions in South America, which is why Coppernico equity is difficult to definitively price at this time," commented Ivan Bebek, CEO of Coppernico. "We feel the SAFE provides a fair approach to pricing both for investors and the Company given this uncertainty and the current absence of a market to discover the pricing. The Company will disclose any changes to the access agreement negotiations and its listing application plans as events require."
ON BEHALF OF THE BOARD OF DIRECTORS
President, CEO and Director
Coppernico Metals Inc. is a mineral exploration company focused on creating value for shareholders and stakeholders through careful project evaluation and exploration excellence in pursuit of the discovery of world-class copper-gold and nickel deposits in South America. The Company’s management and technical teams have a successful track record in raising capital, discovery, and monetization of exploration successes. The Company is currently focused on the Sombrero project in Peru, its flagship project, and is pursuing additional projects in Ecuador. Coppernico Metals Inc. is currently an unlisted reporting issuer and intends to seek Canadian and U.S. stock exchange listings once it qualifies. For more information, visit www.coppernicometals.com.
Cautionary Note Regarding Forward Looking Information
This news release contains forward-looking statements and forward-looking information within the meaning of Canadian securities legislation (collectively, “forward-looking statements”) that relate to the Company’s current expectations and views of future events, including reaching agreements with local communities, finding new projects and goal of securing a stock exchange listing about which there cannot be any certainty. No assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be unduly relied upon. These statements speak only as of the date of this news release. In particular, and without limitation, this news release contains forward-looking statements pertaining to the completion of the SAFE, and the Company’s intention and ability to obtain a stock exchange listing in future. Forward-looking statements are based on a number of assumptions and are subject to a number of risks and uncertainties, many of which are beyond the Company’s control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking statements. Readers should refer to the risks discussed in the Company’s continuous disclosure filings with the Canadian Securities Administrators, available at www.sedar.com.
No regulatory organization has approved the contents hereof.