(TheNewswire)
Vancouver, B C - TheNewswire - February 3, 2023 - Interra Copper Corp. (CSE:IMCX ) ( OTC:IMIMF ) ( FRA:3MX) (“ Interra ” or the “ Company ”) ispleased to announce the closing of its previously announcednon-brokered private placement (the “Financing” or “PrivatePlacement”) in conjunction with the Company’s announcedacquisition of Alto Verde Copper Inc. (the “Alto VerdeTransaction”). In aggregate, 5,656,122 Subscription Receipts weresold for gross proceeds of $2,828,061 at a price of $0.50 perSubscription Receipt. Odyssey Trust Company is subscription receiptagent for the Financing and will hold the gross proceeds in trustpending the release conditions related to the Alto Verde Transactionbeing satisfied, or return of the funds in accordance with asubscription receipt agreement between the Company and Odyssey TrustCompany dated February 2, 2023.
Each Subscription Receipt will automatically convertinto units of the Company (“Units”) upon the completion of theAlto Verde Transaction, in accordance with the terms and conditions ofthe subscription receipt agreement. Each Unit will be comprised of onecommon share of Interra (an “Interra Share”) and one-half InterraShare purchase warrant (each full warrant, an “Interra Warrant”).Each Interra Warrant will entitle the holder to acquire one InterraShare (a “Warrant Share”) at an exercise price of $0.75 perWarrant Share for a period of 36 months following the closing of theAlto Verde Transaction. The Interra Warrants will be subject to anacceleration provision allowing the Company to accelerate theexpiration date of the Interra Warrants with a 30 days’ noticeperiod to warrant-holders in the event the Interra Shares trade on theCSE for 10 consecutive days at $1.25 or greater. The financing issubject to the Company’s filing requirements with the CSE.
Interra CEO J. Nickel commented, “We are very pleasedwith this financing in the first step to completing our acquisition ofAlto Verde Copper. In what continues to be a challenging market formany junior companies, we saw strong interest from investors – whorepresent a compelling vote of confidence and bright future for ourCompany as we execute on our strategy of building out amulti-jurisdictional copper-focused company.”
Chris Buncic, CEO of Alto Verde Copper added, “Thecompletion of this financing is an exciting first step as we worktowards combining our companies, projects and people. We arebuilding something special and I look forward to completing thetransaction in the coming weeks and executing on our plans toestablish a significant platform for growth in the coppermarket.”
Assuming the closing of the Alto Verde Transaction, theproceeds from the Financing will be used to advance both the Chileanand Canadian projects of the combined entity and for general corporatepurposes.
All securities issued in connection with the Financingare subject to a hold period expiring June 3, 2023, being the datethat is four months and one day from the date of closing of thePrivate Placement in accordance with applicable Canadian securitieslaws.
In connection with the Financing, the Company agreed topay certain finder’s fees, which will pay out on release of thefunds and completion of the Alto Verde Transaction. The Company hasagreed to pay cash finder’s fees of $91,640, agreed to issue 57,520finders shares, and agreed to issue 240,800finder’s warrants entitling the holder thereof to purchase oneInterra Share at an exercise price of $0.75 per Share for a period of36 months from the date of issuance.
Certain officers of the Company participated in theFinancing by purchasing 22,222 Subscription Receipts which constitutesa “related party transaction” within the meaning of MultilateralInstrument 61-101 - Protection of Minority Security holders in SpecialTransactions (“MI 61-101”). The Company has relied on theexemptions from the formal valuation and minority shareholder approvalrequirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a)of MI 61-101 in respect of related party participation in the PrivatePlacement as neither the fair market value of the subject matter of,nor the fair market value of the consideration for, the transaction,insofar as it involves the related party, exceeded 25% of theCompany’s market capitalization. The Company did not file a materialchange report more than 21 days before the closing of the PrivatePlacement as the details of the participation therein by a relatedparty of the Company had not been determined until shortly prior toclosing of the Private Placement.
The securities offered have not been registered underthe United States Securities Act of 1933, as amended (the“ U.S. SecuritiesAct ”), or any state securities laws and maynot be offered or sold absent registration or compliance with anapplicable exemption from the registration requirements of the U.S.Securities Act and applicable state securities laws. This news releaseshall not constitute an offer to sell or the solicitation of an offerto buy nor shall there be any sale of the securities in any State inwhich such offer, solicitation or sale would be unlawful.
About Alto Verde
Alto Verde Copper Inc. is a private mining companyfocused on its portfolio of prospective exploration assets located inthe Central Volcanic Zone, within the prolific Chilean Copperbelt.
Alto Verde's portfolio includes three copperexploration projects: Pitbull in the Tarapaca Region and Tres Mariasand Zenaida in the Antofagasta Region. Alto Verde holds a significantland package covering an area of 19,850 hectares with the projectssituated proximal to several of the world's largest mines.
Alto Verde's leadership team is comprised of seniormining industry executives who have a wealth of technical and capitalmarkets experience and a strong track record of discovering,financing, developing, and operating mining projects on a globalscale. Alto Verde is committed to sustainable and responsible businessactivities in line with industry best practices, supportive of allstakeholders, including the local communities in which itoperates.
About Interra Copper Corp.
Interra is a junior exploration and development companyfocused on creating shareholder value through the advancements of itscurrent assets that include the Thane Property in north-centralBritish Columbia. Utilizing its heavily experienced management team,Interra continues to source and evaluate assets to further generateshareholder value.
The Thane Property covers approximately 206km 2 (50,904 acres) and is located in the Quesnel Terrane geological beltof north-central British Columbia, midway between the previouslyoperated open pit Kemess Mine and the current open pit Mount Milliganmine, both two copper-gold porphyry deposits. The Thane Propertyincludes several highly prospective mineralized areas identified to date, including the ‘Cathedral Area’on which the Company’s exploration is currently focused.
/NOT FOR DISTRIBUTION TO UNITED STATES NEWS SERVICES ORDISSEMINATION IN THE UNITED STATES/
ON BEHALF OF INTERRA COPPERCORP.
Jason Nickel, P.Eng.
Chief Executive Officer and Director
Telephone: +1- 604-754-7986
Email: interracopper@gmail.com
INVESTOR RELATIONS:
Telephone: +1- 604-245-0054
Website: https://interracopper.com
Alto Verde Copper Inc.
Chris Buncic
President, Chief ExecutiveOfficer and Director
Email: investors@altoverdecopper.com
Cautionary Statement RegardingForward-Looking Information: This news release contains certain "forward-lookinginformation" and "forward-looking statements"(collectively "forward-looking statements") within themeaning of applicable securities legislation. Forward-lookingstatements are frequently, but not always, identified by words such as"expects", "anticipates", "believes","intends", "estimates", "potential","possible", and similar expressions, or statements thatevents, conditions, or results "will", "may","could", or "should" occur or be achieved. Allstatements, other than statements of historical fact, included herein,without limitation, statements relating to the Proposed Transactionand related financing are forward-looking statements.There can be noassurance that such statements will prove to be accurate, and actualresults and future events could differ materially from thoseanticipated in such statements. Forward-looking statements reflect thebeliefs, opinions and projections on the date the statements are madeand are based upon a number of assumptions and estimates that, whileconsidered reasonable by the Company, are inherently subject tosignificant business, economic, competitive, political and socialuncertainties and contingencies. Many factors, both known and unknown,could cause actual results, performance or achievements to bematerially different from the results, performance or achievementsthat are or may be expressed or implied by such forward-lookingstatements and the parties have made assumptions and estimates basedon or related to many of these factors. Readers should not place unduereliance on the forward-looking statements and information containedin this news release concerning these items. The Company does notassume any obligation to update the forward-looking statements ofbeliefs, opinions, projections, or other factors, should they change,except as required by applicable securities laws.
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