Canadian Copper Closes Upsized $15M Private Placement & Announces Corporate Changes

Executive Summary

• Canadian Copper Inc. closed a non‑brokered private placement of 75 million units at $0.20 per unit, raising gross proceeds of $15 million.
• Proceeds will be used to complete the Caribou Processing Complex acquisition, fund environmental baseline studies for an H1 2026 EIA filing, and advance a 1,000‑m metallurgical drill program and related engineering design work.
• The company announced several corporate changes: Erik H. Martin appointed CFO, change of auditor to McGovern Hurley LLP, and execution of a shareholder agreement with Crescat Capital granting a 5.4% pro‑rata participation right in future financings.

Key Details

• Private Placement Terms – 75,000,000 units; each unit = one common share + one ½ warrant (12‑month expiry, $0.25 exercise price, accelerated exercise if share price > $0.30 for ten consecutive VWAP days). Price: $0.20 per unit; gross proceeds: $15,000,000.
• Finder’s Fees – Cash commission up to 7% of gross proceeds ($522,550) plus finder warrants equal to 1,947,750 units (same terms as placement warrants).
• Use of Proceeds
• Complete remaining $6 M payment for the Caribou Processing Complex transaction.
• Conduct environmental baseline studies this year; target H1 2026 EIA submission.
• Execute a 1,000‑m metallurgical drill program (≈750 m completed) and associated test work to refine plant operating costs and recovery.
• Identify engineering design requirements for Murray Brook deposit; update expected Q1 2026.
• Crescat Capital LLC Agreement – Shareholder agreement and participation right granting Crescat a 5.4% pro‑rata interest in future equity financings.
• Shareholder Meeting Results (Nov 10, 2025) – 51,224,166 shareholders voted (48.77% of total); approvals:
• Private placement >50% of issued shares – 99.99% for.
• Upsize to >100% of issued shares – 99.99% for.
• Participation of Ocean Partners creating a new control person – 99.99% for.
• Corporate Changes
• Erik H. Martin appointed CFO, succeeding Jing Peng (Marrelli Support Services Inc.).
• Auditor change: from Raymond Chabot Grant Thornton LLP to McGovern Hurley LLP, effective Nov 12, 2025.
• Insider Participation – Directors/insiders subscribed for 175,000 units ($35,000), within permitted limits; transaction qualifies as a related‑party transaction under MI 61‑101 but does not require formal valuation or minority approval.
• Regulatory Filings – Notice of Change of Auditor filed on SEDAR+ in accordance with NI 51‑102.

Notable Quotes

“This is a good milestone for Canadian Copper. Investor demand for this financing has been considerable… the financing will enable us to complete the acquisition of the existing Caribou mill and shift our immediate focus on executing the development strategy of Murray Brook and Caribou combined.” – Simon Quick, CEO

Materiality Assessment: Material – Positive** (the financing provides significant capital to advance key projects and acquisitions).