Superior Copper Completes $3,555,000 Non-Brokered Private Placement of Hard-Dollar Units and Flow-Through Shares
08 May 2014 - 5:20AM
Marketwired Canada
Superior Copper Corporation ("Superior Copper" or "the Company") (TSX
VENTURE:SPC) is pleased to announce that it has completed the non-brokered
private placement financing announced on April 23, 2014, and updated on May 4,
2014. A total of 25,175,000 hard-dollar units ("HD Units") were sold at $0.10
per HD Unit, and 10,375,000 flow-through shares ("FT Shares") were sold at $0.10
per FT Share for aggregate gross proceeds of $3,555,000 (the "Offering").
Each HD Unit is comprised of one common share ("Common Share") and one-half
common share purchase warrant ("HD Warrant"), with each HD Warrant being
exercisable for one common share of the Corporation at an exercise price of
$0.15 until May 7, 2016.
Superior Copper intends to use the proceeds of the Offering for exploration,
property acquisition, and general working capital purposes. The Company will
ensure that the proceeds received from the amount allocated to the FT Shares
sold will be used to incur expenses which qualify as Canadian Exploration
Expenses for purposes of the Income Tax Act (Canada), and will such expenses
with an effective date of no later than December 31, 2014.
Securities issued pursuant to the Offering will have a statutory resale
restriction of four months and one day.
In connection with the Offering, the Company finder's fees to qualified arm's
length persons, including $15,000 in cash and 215,000 warrants ("Finder's
Warrants"). Each Finder's Warrant is exercisable to purchase one common share of
the Corporation at an exercise price of $0.15 until May 7, 2015.
The participation in the Offering by certain "related parties" of the Company
constitutes a "related party transaction" as such terms are defined by
Multilateral Instrument 61-101 ("MI 61-101"). Related party transactions include
purchases by Northfield Capital Corp. ("Northfield"), a holder of 10% or more of
the issued and outstanding Common Shares (1,000,000 HD Units and 6,000,000 FT
Shares), management of Northfield (3,250,000 HD Units), management of the
Company (1,100,000 HD Units and 125,000 FT Shares), and individuals who are
management of both Northfield and the Company (250,000 HD Units and 250,000 FT
Shares). In total, these related parties acquired an aggregate total of
5,600,000 HD Units for gross proceeds of $560,000, and 6,375,000 FT Shares for
gross proceeds of $637,500.
Since both the fair market value of the securities issued to related parties and
the cash consideration to be paid for such securities does not exceed 25% of
Superior Copper's market capitalization, the sale of securities to such related
parties pursuant to the Offering is exempt from the valuation and minority
shareholder approval requirements of MI 61-101. The participation by each
related party was approved by directors of the Company who are independent of
each such related party.
About Superior Copper Corporation
Superior Copper Corporation is a Canadian-based exploration company focused on
base and precious metal exploration. The Company's primary objective is to
target highly prospective and underexplored mineral properties, particularly
copper, in order to meet the continual global demand. Its primary land position
is its 100%-owned Superior Project, which covers 15,789 hectares or 158 square
kilometers, and is located approximately 85 km north of Sault Ste. Marie,
Ontario. Superior Copper's property has the potential to host an Iron Oxide
Copper Gold ("IOCG") deposit. The Company has identified a large geophysical
magnetic high with coincident gravity anomalies, copper-bearing hematitic
breccias, as well as IOCG-type alteration patterns throughout the property,
which is located on the Proterozoic Mid-continental Rift.
CAUTIONARY STATEMENT: Neither the TSX Venture Exchange ("TSX-V") nor its
Regulation Services Provider (as that term is defined in the policies of the
TSX-V) accepts responsibility for the adequacy or accuracy of this release. This
News Release includes certain "forward-looking statements". These statements are
based on information currently available to the Company and the Company provides
no assurance that actual results will meet management's expectations.
Forward-looking statements include estimates and statements that describe the
Company's future plans, objectives or goals, including words to the effect that
the Company or management expects a stated condition or result to occur.
Forward-looking statements may be identified by such terms as "believes",
"anticipates", "expects", "estimates", "may", "could", "would", "will", or
"plan". Since forward-looking statements are based on assumptions and address
future events and conditions, by their very nature they involve inherent risks
and uncertainties. Actual results relating to, among other things, use of
proceeds from the Offering, results of exploration, project development,
reclamation and capital costs of the Company's mineral properties, and the
Company's financial condition and prospects, could differ materially from those
currently anticipated in such statements for many reasons such as: changes in
general economic conditions and conditions in the financial markets; changes in
demand and prices for minerals; litigation, legislative, environmental and other
judicial, regulatory, political and competitive developments; technological and
operational difficulties encountered in connection with the activities of the
Company; and other matters discussed in this news release. This list is not
exhaustive of the factors that may affect any of the Company's forward-looking
statements. These and other factors should be considered carefully and readers
should not place undue reliance on the Company's forward-looking statements. The
Company does not undertake to update any forward-looking statement that may be
made from time to time by the Company or on its behalf, except in accordance
with applicable securities laws. Please see our public filings at www.sedar.com
for further information.
Shares Outstanding: 137,306,284
FOR FURTHER INFORMATION PLEASE CONTACT:
Superior Copper Corporation
John Tait
President and Chief Executive Officer
416-628-5905
jtait@superiorcopper.ca
www.superiorcopper.ca
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