US Copper Corp Completes $500,000 Non-Brokered Private Placement

Rhea-AI Summary

US Copper Corp (USCUF) has completed a non-brokered private placement raising $500,000 through the issuance of 10,000,000 units at $0.05 per unit. Each unit includes one common share and one warrant, with warrants exercisable at $0.08 within 2 years after closing.

The company paid $3,600 in finder's fees, and insiders participated by acquiring 115,000 units worth $5,750. All securities issued are subject to a four-month hold period, and the placement remains subject to TSX Venture Exchange final acceptance. The transaction qualifies as a 'related party transaction' under MI 61-101, with the company relying on exemptions from formal valuation and minority approval requirements.

The proceeds will be used for general working capital purposes.

Positive

• Secured $500,000 in additional capital
• Insider participation demonstrates management confidence

Negative

• Significant dilution with 10,000,000 new units issued
• Additional potential dilution from warrant exercise
• Low unit price of $0.05 indicates weak market valuation

Toronto, Ontario--(Newsfile Corp. - February 21, 2025) - US Copper Corp (TSXV: USCU) (OTCQB: USCUF) (FSE: C730) ("US Copper" or the "Company") is pleased to announce that it has completed a non-brokered private placement (the "Private Placement") for aggregate gross proceeds of $500,000. The Private Placement involved the issuance of 10,000,000 units ("Units") at a price of $0.05 per Unit. Each Unit consists of one common share in the capital stock of the Company (a "Common Share") and one warrant. Each whole warrant will entitle the holder to purchase one Common Share for $0.08 at any time within 2 years after closing. All securities issued pursuant to this Private Placement will be subject to a four-month hold period. As part of the Private Placement, the Company paid Finders' fees of $3,600. The Private Placement remains subject to final acceptance by the TSX Venture Exchange.

Insiders of the Company acquired directly and indirectly a total of $5,750 worth of Units or 115,000 Units in the Private Placement on the same basis as other participants. The direct and indirect participation in the Private Placement by an insider of the Company constitutes a "related party transaction" 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 (section 5.5(b)) and minority approval requirements (section 5.7(1)(b)) under MI 61-101.

A material change report in connection with the Private Placement will be filed less than 21 days before the closing of the Private Placement. The Company believes this shorter period is reasonable and necessary in the circumstances as the Company wished to complete the Private Placement in a timely manner.

The Company intends to use the proceeds of the Private Placement for general working capital purposes.

For Further Information Contact:
Mr. Stephen Dunn, President, CEO and Director, US Copper Corp (416) 361-2827 or email info@uscoppercorp.com.

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 press release.

This press release contains forward-looking statements within the meaning of applicable Canadian and U.S. securities laws and regulations, including statements regarding the future activities of the Company. Forward-Looking statements reflect the current beliefs and expectations of management and are identified by the use of words including "will", "hopes", "anticipates", "expected to", "plans", "planned", "intends" and other similar words. Actual results may differ significantly. The achievement of the results expressed in forward-looking statements is subject to a number of risks, including those described in the Company's management discussion and analysis as filed with the Canadian securities regulatory authorities which are available at www.sedarplus.ca. Investors are cautioned not to place undue reliance upon forward-looking statements.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/241890

FAQ

How much did US Copper Corp (USCUF) raise in its February 2025 private placement?

US Copper Corp raised $500,000 through a non-brokered private placement.

What are the terms of USCUF's February 2025 private placement units?

Each unit was priced at $0.05 and consists of one common share and one warrant exercisable at $0.08 for two years after closing.

How many new units did USCUF issue in the February 2025 placement?

US Copper Corp issued 10,000,000 units in the private placement.

How much insider participation was there in USCUF's February 2025 placement?

Insiders participated by acquiring 115,000 units worth $5,750 in total.

What will USCUF use the February 2025 private placement proceeds for?

The company intends to use the proceeds for general working capital purposes.