Reverse takeover -- completed

The TSX Venture Exchange has accepted for filing the company's reverse takeover (RTO), which includes the following transactions.

The RTO consists of the arm's-length amalgamation of TCP1 Corp. for consideration of 41,686,618 postconsolidation shares at a deemed price of $1.08 per share.

Seven million two hundred nineteen thousand nine hundred thirty-five postconsolidation common shares issued to principals pursuant to the RTO are subject to a Tier 1 surplus security escrow agreement to be released over an 18-month period. In accordance with the exchange's seed share resale restrictions, 17,500,116 postconsolidation common shares issued to non-principals pursuant to the RTO are legended in accordance with a Tier 1 value security escrow agreement to be released over an 18-month period and 2,132,868 postconsolidation common shares issued to non-principals are legended to be released after a four-month hold.

Three hundred eight thousand six hundred forty-two postconsolidation shares were issued to company officers to settle accrued salaries totalling $233,333 and to settle three promissory notes totalling $100,000, at a deemed price of $1.08 per share. One million one hundred fifty-seven thousand four hundred seven postconsolidation shares were issued to an arm's-length party in relation to a success fee paid upon completion of the RTO.

In addition, 231,481 shares were issued pursuant to the settlement of a termination agreement regarding consulting services with a company controlled by an officer and director of the resulting issuer.

Consolidation

Pursuant to a resolution passed by directors on Feb. 6, 2024, the company has consolidated its capital on a one-new-for-six-old basis. The name of the company has not been changed.

Effective at the opening, Thursday, Feb. 15, 2024, the common shares of Atacama Copper Corp. will commence trading on the TSX Venture Exchange on a consolidated basis.

Private placement -- brokered

The TSX Venture Exchange has accepted for filing documentation with respect to a brokered private placement announced on Oct. 26, 2023, Dec. 15, 2023, and Dec. 20, 2023.

Number of shares (postconsolidation):  11,834,159 shares

Purchase price:  $1.08 per share

Number of placees:  75 placees

Total pro group involvement:  3,975,978 (four pro groups)

Agent's fee:  $442,794.66 cash and 2,459,970 warrants

The company issued news releases on Dec. 20, 2023, Jan. 11, 2024, and Feb. 1, 2024, confirming the closing of the private placement.

The exchange has been advised that the above transactions have been completed.

For further information, please refer to the company's filing statement dated Feb. 7, 2024, which is filed on SEDAR+.

The company is classified as a mining company.

Postconsolidation capitalization:  unlimited shares with no par value, of which 61,300,981 shares are issued and outstanding

Escrow:  25,771,801 common shares

Transfer agent:  TSX Trust Company

Symbol:  ACOP (unchanged)

Cusip No.:  04590A 20 4 (new)