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HI Highland Copper Company Inc

0.12
-0.005 (-4.00%)
28 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
Highland Copper Company Inc TSXV:HI TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  -0.005 -4.00% 0.12 0.12 0.125 0.13 0.12 0.12 227,902 20:56:57

Highland Closes Financing and Acquisition of Copperwood Project

17/06/2014 8:54pm

Marketwired Canada


Highland Copper Company Inc. (TSX VENTURE:HI) ("Highland" or the "Company") is
pleased to announce that it has completed the final closing of its previously
announced private placement by issuing 36,694,800 of its common shares at a
price of C$0.50 per share for total gross proceeds of C$18.3 million (the
"Private Placement"). 


The Company also announces the closing of the previously announced acquisition
of the Copperwood Project ("Copperwood") located in the Upper Peninsula of
Michigan, U.S.A. from Orvana Minerals Corp. ("Orvana").


Copperwood Acquisition 

The Company closed the acquisition of Copperwood through the acquisition from
Orvana of all of the outstanding shares of Orvana Resources US Corp. As
described in the news release issued May 29, 2014, Highland paid US$13 million
in cash at closing and issued a US$7 million secured promissory note (the
"Note"). The Note matures on December 15, 2014 and will bear interest at an
annualized rate of 13.5% on the outstanding amount from issuance of the Note
until September 30, 2014 and an annualized rate of 17.5% thereafter. Highland
may have to repay the Note, partially or completely, before maturity with the
raising of additional capital. The Note is secured by, among other things, a
first priority security interest over all of the assets of Orvana Resources US
Corp and a pledge of 100% of Orvana Resources US Corp.'s shares. Additional
consideration of up to US$5,000,000 may be paid by Highland in cash or shares of
Highland, at Orvana's option, with US$2,500,000 payable no later than the fourth
anniversary of the closing and US$2,500,000 payable following commercial
production if the copper price reaches certain thresholds.


Copperwood is a feasibility stage project. On February 25, 2011, Orvana had
announced an updated resource estimate for Copperwood, including the
mineralization in the adjacent Copperwood satellite areas. Subsequently, on
February 7, 2012, Orvana announced the results of a feasibility study for
Copperwood. As disclosed in the February 11, 2014 news release, the Company is
reporting Orvana's mineral reserve and resource estimates as historical data. As
required by the TSX Venture Exchange ("TSXV") as a condition for final
acceptance of the acquisition, Highland has filed on SEDAR (www.sedar.com) a
National Instrument 43-101 technical report for Copperwood. Jerry DeWolfe of
Golder Associates Ltd. is the qualified person responsible for the technical
report entitled NI 43-101 Technical Report on the Copperwood Project, Michigan,
USA, dated June 12, 2014, with an effective date of March 17, 2014. 


Private Placement

The net proceeds of the Private Placement will be used to pay US$13 million to
Orvana and to settle transaction-related costs, with the balance being used for
exploration and development of the Company's projects as well as for general
working capital requirements. 


After closing the Private Placement, the Company's issued and outstanding share
capital totals 96,966,745 common shares. Certain directors and officers of the
Company participated in this final tranche of the Private Placement, purchasing
2,085,800 common shares. These constitute related party transactions pursuant to
TSXV Policy 5.9 and Multilateral Instrument 61-101 - Protection of Minority
Security Holders in Special Transactions ("MI 61-101"). The Company relied on
sections 5.5(a) and 5.7(1)(a) of MI 61-101 for exemptions from the formal
valuation and minority shareholder approval requirements on the basis that the
fair market value of the transaction insofar as the transaction involved
interested parties did not exceed 25% of the Company's market capitalization. 


As permitted by the rules of the TSXV, the Company paid finders' fees on a
portion of the Private Placement. All common shares issued pursuant to the
Private Placement are restricted from trading for a period of four months and
one day after closing. The common shares have not been and will not be
registered under the U.S. Securities Act of 1933, as amended, and may not be
offered or sold in the United States absent registration or applicable exemption
from the registration requirements.


ABOUT HIGHLAND

Highland Copper Company Inc. is a Canadian exploration company focused on
exploring and developing copper projects in the Upper Peninsula of Michigan,
U.S.A. Additional information about Highland is available on the Company's
website at www.highlandcopper.com and on SEDAR at www.sedar.com. 


CAUTIONARY STATEMENT

Certain statements contained in this press release constitute forward looking
information under the provisions of Canadian securities laws. Such statements
include without limitation the use of the proceeds from the Private Placement.
Such statements reflect the Company's views as at the date of this press release
and are subject to certain risks, uncertainties and assumptions, and undue
reliance should not be placed on such statements. Actual results may be
materially different from those currently anticipated. Many factors, known and
unknown could cause the actual results to be materially different from those
expressed or implied by the forward looking statements. 


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 release.


FOR FURTHER INFORMATION PLEASE CONTACT: 
David Fennell, Executive Chairman
1.450.677.2455
James Crombie, Interim President
1.450.677.2455
info@highlandcopper.com
www.highlandcopper.com

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