Mr. Gordon Neal reports
WORLD COPPER PROVIDES PLATA LATINA TRANSACTION UPDATE AND ANNOUNCES TERMINATION OF AT-THE-MARKET EQUITY PROGRAM
World Copper Ltd. has provided an update on the recently announced definitive arrangement agreement entered into between Plata Latina Minerals Corp. and World Copper on July 22, 2025, for the sale of the Zonia copper project to Plata Latina by way of a court-approved plan of arrangement announced on July 23, 2025.
Transaction recap
- Under the arrangement, World Copper will sell the Zonia project to Plata Latina.
- World Copper shareholders will maintain their current World Copper share position and receive approximately 0.3744 Plata Latina share for each World Copper share held.
- This will give World Copper and World Copper shareholders a combined 31.3-per-cent ownership of Plata Latina, which is expected to change its name to Edge Copper Corp., upon the closing of the arrangement.
- In addition to the Plata Latina shares received by World Copper shareholders, Plata Latina will pay $10.5-million in cash and issue 15 million Plata Latina shares to World Copper, with the transaction being valued at approximately $22-million.
- A concurrent financing of $17-million has been secured by Plata Latina to finance the cash consideration payable under the arrangement, and to finance exploration and development of the Zonia project, including drilling, metallurgical testwork, feasibility study work and permitting work, and for general working capital and corporate purposes.
- Postarrangement and after satisfying the amounts owed to creditors of the company and its subsidiaries, World Copper is expected to be debt free and hold at least $500,000 in cash and five million Plata Latina shares.
- World Copper shareholders can expect to see a dual benefit from the arrangement as they will thereafter hold positions in both Plata Latina and World Copper upon closing and will benefit from the Plata Latina management team's experience in Arizona and its strong record of creating value through resource growth.
- As a result of the arrangement, Plata Latina expects to become a development-focused copper company poised to advance the 100-per-cent-owned Zonia project in Arizona.
Transaction update and next steps
World Copper is pleased to announce that it has obtained an interim order of the Supreme Court of British Columbia in connection with the arrangement, which is to be completed by way of a court-approved plan of arrangement under the provisions of the Business Corporations Act (British Columbia). The interim order provides for the holding of a special meeting of World Copper shareholders to consider and vote on a special resolution approving the arrangement. The meeting is scheduled to be held at World Copper's offices located at 1570-200 Burrard St., Vancouver, B.C., Canada, on Oct. 16, 2025, at 9:30 a.m. (Vancouver time) and the record date for determining World Copper shareholders entitled to receive notice of and vote at the meeting was fixed as at the close of business on Aug. 26, 2025. All of World Copper's insiders and certain other World Copper shareholders representing approximately 29 per cent of the issued and outstanding World Copper shares have entered into voting and support agreements to support the arrangement.
Meeting materials
In connection with the meeting, World Copper will be mailing the joint management information circular of Plata Latina and World Copper, letter of transmittal and related meeting materials to World Copper shareholders. Shareholders are urged to carefully review all meeting materials as they contain important information concerning the arrangement and the rights and entitlements of the shareholders in relation thereto. The meeting materials will also be available under World Copper's profile on SEDAR+ once they have been sent to shareholders in the coming days.
Investors are cautioned that, except as disclosed in the circular prepared in connection with the arrangement, any information released or received with respect to the arrangement may not be accurate or complete and should not be relied upon.
Timing to closing
Subject to obtaining the final order of the court approving the arrangement, the required approvals from World Copper's shareholders at the meeting, the required approvals from Plata Latina shareholders at the special meeting of Plata Latina shareholders, required regulatory approvals and the satisfaction of all other conditions to implementing the arrangement as set out in the arrangement agreement, the arrangement is anticipated to be completed in October, 2025.
Gordon Neal, World Copper chief executive officer, stated: "In a market where a copper deficit has been creating rising copper prices, the Zonia project was a primary asset to be put back into production in the Unites States. We had many offers for strategic partnerships to develop the Zonia project, but we believe that the Plata Latina team will bring the best value to World Copper shareholders. World Copper shareholders will benefit from holding both Plata Latina and World Copper shares upon completion of the arrangement. I want to thank shareholders for their patience as we navigate through this process and work on the next steps to deliver value."
Termination of at-the-market equity program
World Copper also announces the termination of its at-the-market equity program (the ATM program), previously announced in the company's news release dated July 18, 2024. The ATM program previously allowed World Copper to issue and sell common shares from treasury having an aggregate gross sales amount of up to $25-million through BMO Capital Markets, acting as sole agent. The ATM program was originally implemented to raise funds for advancing the Zonia project and for general working capital purposes. The decision to terminate the ATM program was made in anticipation of the sale of the Zonia project to Plata Latina pursuant to the arrangement. As of the termination date, the ATM program generated aggregate gross proceeds of approximately $3,501,949.
About World Copper Ltd.
World Copper, headquartered in Vancouver, B.C., is a Canadian resource company focused on the exploration and development of its Zonia copper project in Arizona.
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