Lion Copper arranges $2.5M (U.S.) debenture offering

Mr. John Banning reports LION COPPER ANNOUNCES $2.5 MILLION CONVERTIBLE NOTES OFFERING Lion Copper and Gold Corp. has arranged a non-brokered private placement of secured convertible debentures for gross proceeds of up to $2.5-million (U.S.). The debentures will bear interest at the rate of 12 per cent per annum and will mature on the date that is 12 months from issuance. The principal amount of the debentures may be converted into common shares of the company at 9.65 U.S. cents per share, at any time, before the maturity date. Interest may be settled in shares priced at the time of repayment or conversion of the note at the option of the company. The company intends to use the proceeds of the offering for the purchase of lands and associated mineral rights for the company's Yerington area projects. The repayment of the debentures will be secured against the lands and mineral rights to be purchased with the proceeds of the offering. In connection with the sale of the debentures, the company will also issue up to 25,906,735 common share purchase warrants to the purchasers. Each warrant will entitle the holder to acquire a common share of the company at a price of 9.65 U.S. cents for a period of 60 months from the closing date. In connection with the issuance of debentures to one insider, who is a director and a control person of the company, for the principal amount of $450,000 (U.S.), which constitutes a related party transaction under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, the company intends to rely on the exemptions from the formal valuation requirements contained in Section 5.5(a) and Section 5.7(1)(a) of MI 61-101, as the fair market value of the securities issued to the related party will not exceed 25 per cent of the company's market capitalization. All securities issued pursuant to the offering will be subject to a statutory hold period of four months from the date of issuance of the debentures. The securities will also be subject to restrictions on resale under Rule 144 under U.S. securities laws, which in general requires that the securities be held for six to 12 months prior to being eligible for resale. About Lion Copper and Gold Corp. Lion Copper is advancing its flagship copper project in Yerington, Nev., through an option to earn-in agreement with Nuton LLC, a Rio Tinto venture. We seek Safe Harbor.