XXIX Metal Corp. Closes Strategic Acquisition of Cuprum Corp.

Rhea-AI Summary

XXIX Metal Corp (TSXV: QCCU) (OTCQB: QCCUF) has completed the acquisition of Cuprum Corp in an all-share transaction, establishing itself as one of Eastern Canada's largest copper resource developers. The deal includes Cuprum's 100% owned Thierry Copper Project, complementing XXIX's existing Opemiska project. The company issued 83,906,251 common shares at a price of $0.13 per share, with a 1.1538 exchange ratio for each Cuprum share.

As part of the transaction, the company has rebranded from QC Copper and Gold to XXIX Metal Corp, with trading under the new ticker symbol 'XXIX' set to commence on December 11, 2024. Following the acquisition, XXIX has 258,277,607 common shares outstanding.

Positive

• Acquisition establishes XXIX as one of Eastern Canada's largest copper developers
• Portfolio expansion with two multi-billion-pound copper deposits
• Strategic assets located in mining-friendly regions with access to infrastructure

Negative

• Significant shareholder dilution with issuance of 83,906,251 new shares
• Transaction completion subject to final TSXV approval

• XXIX acquired Cuprum and its 100% owned Thierry Copper Project in an all-share deal
• XXIX becomes one of Eastern Canada's largest copper developer
• The combined Company was rebranded as XXIX Metal Corp., reflecting copper's atomic number 29
• New TSXV Ticker symbol is XXIX, effective December 11

Toronto, Ontario--(Newsfile Corp. - December 9, 2024) - XXIX Metal Corp‎. (TSXV: QCCU) (OTCQB: QCCUF) ("XXIX" or the "Company") is pleased to announce that it has completed the acquisition (the "Acquisition") of ‎100% of the issued and outstanding common shares of Cuprum Corp. ("Cuprum"), establishing XXIX as one of Canada's largest copper resource developers, with two multi-billion-pound copper deposits in Quebec and Ontario.

Link to XXIX's Corporate Presentation

"This transformative acquisition is a significant milestone in XXIX's growth strategy. Thierry, Ontario's largest copper resource, is a complementary addition to Opemiska, with both projects located in mining-friendly regions and benefiting from access to critical infrastructure. The Acquisition enhances XXIX's scale, establishing the Company as one of Eastern Canada's largest copper developers with a multi-billion-pound resource portfolio. With the transaction now complete, XXIX's technical team will focus on advancing both Opemiska and Thierry in tandem, accelerating the development of these cornerstone assets," said Stephen Stewart, CEO of XXIX.

The Company is also pleased to announce that the Company has changed its name from "QC Copper and Gold Inc." to "XXIX Metal Corp‎." (the "Name Change"). Accordingly, it is anticipated that the Company's common shares ("Common Shares") will commence trading on the TSX Venture Exchange (the "TSXV") under the new name and new stock ticker symbol "XXIX" at the start of trading on December 11, 2024. In connection with the Name Change, the following new CUSIP 901320101 and ISIN CA9013201012 numbers have been assigned to the Common Shares.

Pursuant to the Acquisition, the Company acquired all of the issued and outstanding common shares of Cuprum in consideration for the issuance of 1.1538 Common Shares for each one common share of Cuprum, based on the Common Share price of $0.13, for an aggregate total of ‎83,906,251‎ Common Shares. Following the completion of the Acquisition, the Company has 258,277,607 Common Shares issued and outstanding.

Completion of the Acquisition is subject to the final approval of the TSXV. The Acquisition was approved by disinterested shareholders and other matters at the special meeting ‎held on December 4, 2024.

For more information on the Acquisition, please see the management information ‎circular of the Company dated October 25, 2024, and the news releases dated October 1, 2024 and December 4, 2024 available on ‎the Company's SEDAR+ profile at www.sedarplus.ca.‎

About XXIX Metal Corp‎.

XXIX (formerly QC Copper and Gold Corp.) is advancing its Opemiska and Thierry Copper projects, two significant Canadian copper assets. The Opemiska Project, Canada's highest-grade copper resource, spans 13,000 hectares in Quebec's Chapais-Chibougamau region, with strong infrastructure and nearby access to the Horne Smelter. A January 2024 resource update reported a 16% increase in contained Copper Equivalent (CuEq) and a 10% grade boost, including 87.3 million tonnes at 0.93% CuEq (Measured & Indicated) and additional Out of Pit resources. The Thierry Project hosts two past-producing open pits that transitioned to underground mining-producing 5.8Mt @ 1.13% Cu, 0.14% Ni between 1976 - 1982 by UMEX Inc. Historically, copper concentrate was shipped to the Horne Smelter in Rouyn-Noranda, QC. Significant infrastructure is already in place, with the Thierry property being accessible via all-season road, an airport within 5km, a provincial power grid within 8km, and nearby rail. With these two high-potential projects, the Company has solidified its position as a key player in the Canadian copper sector, and has established itself as one of Eastern Canada's largest copper developer.

Qualified ‎Person‎ Statement

The technical information contained in this news release has been reviewed and approved by Charles ‎Beaudry, P.Geo and géo., Director and Vice President Exploration for XXIX Metal Corp., a Qualified ‎Person, as defined in "National Instrument 43-101, Standards of Disclosure for Mineral Projects." ‎

For further information, please contact:

Stephen Stewart, Chief Executive Officer
Phone: 416.644.1567
Email: info@oregroup.ca

Forward-Looking Statements

This news release contains forward-looking statements. When used in this document, the words "may", "would", ‎‎" could", "will", "intend", "plan", "anticipate", "believe", "seek", "propose", "estimate", "expect", and similar expressions ‎are intended to identify forward-looking statements. Such statements reflect the Company's current views with ‎respect to future events and are subject to certain risks, uncertainties and assumptions. Many factors could cause ‎the Company's actual results, performance or achievements to vary from those described in this news release. ‎Should one or more of these risks or uncertainties materialize, or should assumptions underlying forward-looking ‎statements prove incorrect, actual results may vary materially from those described in this news release as ‎intended, planned, anticipated, believed, estimated or expected. Specific forward-looking statements in this news ‎release include, but are not limited to, statements pertaining to ‎the commencement of trading of the Common Shares on the TSXV under the new name and new stock ticker. The Company's actual results could differ materially from ‎those anticipated in these forward-looking statements as a result of the risk factors set forth above and elsewhere ‎in this news release. The forward-looking statements contained in this news release are expressly qualified in their ‎entirety by this cautionary statement. These statements are given only as of the date of this news release. The ‎Company does not assume any obligation to update these forward-looking statements to reflect new ‎information, subsequent events or otherwise, except as required by law.‎

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 news release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/232969

FAQ

What is the exchange ratio for XXIX Metal Corp's acquisition of Cuprum Corp?

XXIX Metal Corp issued 1.1538 common shares for each Cuprum Corp share at a price of $0.13 per share.

When will XXIX Metal Corp (QCCUF) begin trading under its new ticker symbol?

XXIX Metal Corp will begin trading under the new ticker symbol 'XXIX' on December 11, 2024.

How many shares will XXIX Metal Corp have outstanding after the Cuprum acquisition?

Following the acquisition, XXIX Metal Corp will have 258,277,607 common shares issued and outstanding.

What major assets does XXIX Metal Corp acquire through the Cuprum Corp purchase?

Through the acquisition, XXIX Metal Corp acquires the Thierry Copper Project, which is Ontario's largest copper resource, complementing their existing Opemiska project.