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Copper Fox closes $1.72-million private placement

2020-04-27 13:37 ET - News Release

Mr. Elmer Stewart reports

COPPER FOX ANNOUNCES THE CLOSING OF PRIVATE PLACEMENT

Copper Fox Metals Inc. has closed the second and final tranche of its previously announced non-brokered private placement to raise up to $1.8-million in gross proceeds. The offering raised aggregate gross proceeds of $1,723,240 through the sale of 28,720,669 units at a price of six cents per unit. Each unit consisted of one common share in the capital of the company and one common share purchase warrant. Each warrant entitles the holder to purchase one common share for an exercise price of nine cents during the 36-month period after the closing of the offering and 12 cents during the 12-month period thereafter. In the event that the 20-day volume-weighted average price of the common shares listed on the TSX Venture Exchange is above 15 cents, the expiry date of the warrants will be accelerated to a date that is 30 days after the first date such threshold is met.

In accordance with applicable securities legislation, securities issued pursuant to the offering are subject to a hold period of four months plus one day from the date of the completion of the offering.

The net proceeds raised from the offering will be used for: the acquisition of the Eaglehead project; exploration activities; and general and administrative purposes of the company.

The offering included subscriptions by four insiders of the company. Ernesto Echavarria, a director, insider and a control person of the company (as defined by the policies of the TSX-V), purchased 21,666,667 units.

Subscriptions completed by insiders in the offering, including the subscription by Mr. Echavarria, constituted a related party transaction under Policy 5.9 of the TSX-V, which adopts Multilateral Instrument 61-101 as a policy of the TSX-V. In completing such transactions, Copper Fox relied on the applicable exemptions from the valuation requirement and minority securityholder approval requirements available under sections 5.5(a) and 5.7(a) of MI 61-101, respectively, on the basis that the participation in the private placement by insiders did not exceed 25 per cent of the company's market capitalization.

The closing of the offering remains subject to the final approval of the TSX-V.

About Copper Fox Metals Inc.

Copper Fox is a Tier 1 Canadian resource company focused on copper exploration and development in Canada and the United States.

We seek Safe Harbor.

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