Copper Fox Announces the Closing of Private Placement
18 Juni 2018 - 6:10PM
Copper Fox Metals Inc. (“Copper Fox” or the “Company”) (TSX-V:CUU)
(OTC:CPFXF) is pleased to announce that it has closed its
previously announced non-brokered private placement (the
“Offering”), raising aggregate gross proceeds of $1,200,000 through
the sale of 12,000,000 units (each a “Unit”) at a price of $0.10
per Unit. Each Unit consisted of one common share in the
capital of the Company (a “Common Share”) and one-half common share
purchase warrant (a “Warrant”). Each Warrant entitles the
holder to purchase one Common Share for an exercise price of $0.12
during the first 12 month period after the closing of the Offering,
and $0.15 during the second 12 month period after the closing of
the Offering. In the event that the 20-day volume weighted
average price of the common shares listed on the TSX Venture
Exchange is above $0.20, the expiry date of the Warrants will be
accelerated to a date that is 30 days after the first date such
threshold is met.
In accordance with applicable securities
legislation, securities issued pursuant to the Offering are subject
to a hold period of four months plus one day from the date of the
completion of the Offering.
The net proceeds raised from the Offering will
be used for ongoing activities and general corporate purposes of
the Company.
Finders’ fees on a portion of the gross proceeds
received by the Company from the sale of Units sold pursuant to the
Offering shall include cash of $12,500.
The Offering included subscriptions by four
insiders of the Company. Mr. Ernesto Echavarria, a director,
insider and a control person of the Company (as defined by the
policies of the TSX Venture Exchange) purchased 7,200,000
Units.
Subscriptions completed by insiders in the
Offering, including the subscription by Mr. Echavarria, constituted
a “Related Party Transaction” under Policy 5.9 of the TSX Venture
Exchange, which adopts Multilateral Instrument 61-101 (“MI 61-101”)
as a policy of the TSX Venture Exchange. In completing such
transactions, Copper Fox relied on the applicable exemptions from
the valuation requirement and minority security holder approval
requirements available under Sections 5.5(a) and 5.7(a) of MI
61-101, respectively, on the basis that the participation in the
private placement by insiders did not exceed 25% of the Company’s
market capitalization.
The closing of the Offering remains subject to
the final approval of the TSX Venture Exchange.
About Copper FoxCopper Fox is a
Tier 1 Canadian resource company listed on the TSX Venture Exchange
(TSX-V:CUU) focused on copper exploration and development in Canada
and the United States. The principal assets of Copper Fox and
its wholly owned Canadian and United States subsidiaries, being
Northern Fox Copper Inc. and Desert Fox Copper Inc., are the 25%
interest in the Schaft Creek Joint Venture with Teck Resources
Limited on the Schaft Creek copper-gold-molybdenum-silver project
located in northwestern British Columbia and a 100% ownership of
the Van Dyke oxide copper project located in Miami, Arizona. For
more information on Copper Fox’s other mineral properties and
investments visit the Company’s website at
http://www.copperfoxmetals.com.
On behalf of the Board of Directors
Elmer B. StewartPresident and Chief Executive Officer
Neither TSX Venture Exchange Inc. nor
its Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange Inc.) accepts responsibility
for the adequacy or accuracy of this release.
This news release does not constitute an
offer to sell or a solicitation of an offer to sell any of the
securities described herein in the United States. The
securities described in this news release have not been and will
not be registered under the United States Securities Act of 1933,
as amended (the "U.S. Securities Act") or any state securities laws
and may not be offered or sold within the United States or to U.S.
Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
This news release is not for
distribution in the United States or over United States
newswires.
For additional
information contact: |
|
Copper Fox
Metals Inc. |
Renmark
Financial Communications Inc. |
Lynn Ball:
investor@copperfoxmetals.com |
Robert Thaemlitz:
rthaemlitz@renmarkfinancial.com |
(844) 484-2820 or (403)
264-2820 |
Tel: (416) 644-2020 or
(514) 939-3989 |
www.copperfoxmetals.com |
www.renmarkfinancial.com |
Cautionary Note Regarding
Forward-Looking InformationThis news release contains
“forward-looking information” within the meaning of the Canadian
securities laws. Forward-looking information is generally
identifiable by use of the words “believes”, “may”, “plans”,
“will”, “anticipates”, “intends”, “budgets”, “could”, “estimates”,
“expects”, “forecasts”, “projects” and similar expressions, and the
negative of such expressions. Forward-looking information in
this news release includes, without limitation, statements about:
the expected use of the proceeds from the Offering; and the
Offering being subject to the final approval of the TSX Venture
Exchange.
In connection with the forward-looking
information contained in this news release, Copper Fox has made
numerous assumptions. Additionally, there are known and
unknown risk factors which could cause Copper Fox’s actual results,
performance or achievements to be materially different from any
future results, performance or achievements expressed or implied by
the forward-looking information contained herein.
Known risk factors include the possibility that:
final approval for the Offering will not be obtained from the TSX
Venture Exchange and the net proceeds of the Offering will not be
used for the purposes currently contemplated.
A more complete discussion of the risks and
uncertainties facing Copper Fox is disclosed in Copper Fox's
continuous disclosure filings with Canadian securities regulatory
authorities at www.sedar.com. All forward-looking information
herein is qualified in its entirety by this cautionary statement,
and Copper Fox disclaims any obligation to revise or update any
such forward-looking information or to publicly announce the result
of any revisions to any of the forward-looking information
contained herein to reflect future results, events or developments,
except as required by law.
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