World Copper Completes Private Placement and Debt Settlement

News related to:World Copper Ltd · 3 min read

World Copper Ltd., a Canadian resource company headquartered in Vancouver, BC, has announced the successful closing of a non-brokered private placement and shares for debt settlement. The company issued 13,333,329 units (the "Units") at a price of $0.075 per Unit, raising aggregate gross proceeds of approximately $1,000,000. Each Unit consists of one common share of the company (a "Share") and one common share purchase warrant (each, a "Warrant"). The Warrants entitle the holder to purchase one additional Share at an exercise price of $0.10 per Share for a period of two years from the date of issuance.

The company is relying on sections 5.5(b) and 5.7(1)(b) of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101") for an exemption from the formal valuation and minority shareholder approval requirements, as the details and amounts of the related party participation were not finalized until closer to the closing and the company wished to close the transaction as soon as practicable for sound business reasons. The fair market value of the Units or the Settlement Shares, respectively, nor the market value of the consideration received by the company for same, insofar as it involves related parties, does not exceed $2,500,000.

Additionally, World Copper has completed a shares for debt settlement with two current directors of the company. The company issued an aggregate of 312,500 common shares in the capital of the company (each, a "Settlement Share"), at a deemed price of $0.20 per Settlement Share, in consideration for the settlement of an aggregate of $62,500 owing to the Creditors.

In connection with the closing of the Offering and the Debt Settlements, KF Business Ventures LP (KF) acquired beneficial ownership of, and control over, 666,666 Units at a price of $0.075 per Unit for a purchase price of $49,999.95 (the "Acquisition"). Additionally, pursuant to the Debt Settlement, on October 2, 2026, the company issued 112,500 Settlement Shares to Robert Kopple, who may be considered a "joint actor" of KF, in consideration for the settlement of $22,500 owing by the company to Mr. Kopple.

Since a previous early warning report filed on April 19, 2024 (the "Prior Report"), and prior to the closing of the Triggering Transactions, the percentage of Shares that the KFBV Group owns or exercises control or direction over has decreased by 2.86%, to approximately 13.54%, as a result of dilution to the holdings of the KFBV Group. This dilution was primarily pursuant to share issuances from treasury by the company in relation to the company's at-the-market equity program (the "ATM Program"), as well as certain non-brokered private placements conducted by the company (the "Financings").

The Triggering Transactions are transactions that change the ownership percentage in the Shares for the KFBV Group. Accordingly, KF is required to file an early warning report under section 6.1 of National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues to reflect the changes in the securityholding ownership percentage of the KFBV Group since the Prior Report.

Mr. Shaun Pollard, indirectly through Gravitas Advisory Services Ltd., acquired beneficial ownership of, and control over, 2,666,666 Units at a price of $0.075 per Unit for a purchase price of $199,999.95. Mr. Pollard acquired the Units for investment purposes and will review his holdings from time to time, with the potential to increase or decrease his ownership or control over securities of the company as circumstances dictate.

Mr. Gareth Thomas acquired beneficial ownership of, and control over, 2,666,666 Units at a price of $0.075 per Unit for a purchase price of $199,999.95. Mr. Thomas acquired the Units for investment purposes and will review his holdings from time to time, with the potential to increase or decrease his ownership or control over securities of the company as circumstances dictate.

Mr. Jonathan Lotz, indirectly through Lotz Law Corporation and 1431853 B.C. Ltd., acquired beneficial ownership of, and control over, 2,666,666 Units at a price of $0.075 per Unit for a purchase price of $199,999.95. Mr. Lotz acquired the Units for investment purposes and will review his holdings from time to time, with the potential to increase or decrease his ownership or control over securities of the company as circumstances dictate.

These transactions are part of the company's ongoing efforts to secure funding and manage its financial obligations, while also addressing the ownership and control dynamics of its key stakeholders.

Start filing today

One press release free every week. No card required.

Create a free account