District Copper Announces Completion of Private Placement and Grant of Stock Options
Suite 700 - 838 West Hastings St., Vancouver, BC V6C 0A6 Telephone: (604) 363-3506 www.districtcoppercorp.com
NEWS RELEASE
DISTRICT COPPER ANNOUNCES COMPLETION OF PRIVATE PLACEMENT AND GRANT OF STOCK OPTIONS
Vancouver, B.C. July 3, 2025 – District Copper Corp. (“District Copper”, “District”, or the “Company”) (TSX‐Venture: DCOP) announces that, further to its news releases dated April 23, 2025, April 30, 2025, and May 30, 2025, it has now closed its private placement raising gross proceeds of $541,500 through the issuance of 10,830,000 units at a price of $0.05 per unit (“Unit”). Each Unit consists of one share and one transferable share purchase warrant (“Warrant”), with each Warrant being exercisable at a price of $0.075 for period of 3 years from the date of issuance.
The funds will be used for general working capital purposes and exploration on the Company’s 100% owned Copper Keg project in BC and potential new acquisition/option opportunities.
The Company paid finder’s fees of $6,400 and 128,000 finder warrants in connection with the closing of the first tranche, issued 24,000 finder’s warrants in connection with the closing of the second tranche and paid finder’s fees of $11,600 and issued 232,000 finder warrants in connection with the closing of the third and final tranche.
The securities issued as part of this private placement are subject to a regulatory hold period expiring on August 31, 2025 (as to 3,830,000 units), October 1, 2025 (as to 1,800,000 units) and October 31, 2025 (as to 5,200,000 units).
Jevin Werbes, CEO and a Director of the Corporation, subscribed to 200,000 Units for gross proceeds of $10,000 and Braden Jensen, a Director and CFO of the Corporation subscribed to 100,000 Units for gross proceeds of $5,000 The issuance of Units to Messrs. Werbes and Jensen pursuant to the Private Placement is considered a related party transaction within the meaning of Multilateral Instrument 61‐101 – Protection of Minority Security Holders in Special Transactions (“MI 61‐101”). The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(a) of MI 61‐101 on the basis that participation in the Private Placement by insiders will not exceed 25% of the fair market value of the Company’s market capitalization. The Company will file a material change report in respect of the related party transactions in connection with the Private Placement.
Additionally, the Company announces the grant of 2,900,000 incentive stock options to its directors, officers, employees and/or consultants of the Company. The options will be exercisable at a price of $0.06 per share for a period of three years.
About the Copper Keg property
Historical exploration spans from the late 1800’s to 2012. The early‐stage exploration is reported to consist of mining high grade copper veins.
The property exhibits the geochemical/alteration/lithologic features typical of the argillic altered portion of a porphyry copper system at/along the potassic/propylitic contact. The property is characterized by a large, pyrite bearing, argillic zone exposed along the surface trace of the Barnes Creek fault, a major NNW trending that crosses the Guichon Creek Batholith. The high‐grade copper veins noted above, reflect supergene enrichment of distal base metal veins typically associated with a porphyry copper system.
The project is underlain by an intrusive phase of the Guichon Creek batholith which intrudes the surrounding Nicola Group rocks.
Petrographic work and K/Al: Na/Al ratios indicate an alteration package ranging from argillic‐phyllic‐ potassic (all alteration phases associated with porphyry copper systems) supported by alteration minerals indicative of the inner actinolite subzone of a porphyry system as well as secondary biotite (Potassic alteration) and sericite (phyllic alteration), quartz veinlets with pyrite and chalcopyrite.
A large pyritic zone exhibits spatial association with the argillic altered zone and could be representative of what is commonly referred to in porphyry copper terms as the “pyrite shell”. Chalcopyrite, bornite and malachite (secondary copper carbonate) have been observed in outcrop and support the presence of a porphyry system.
Two highly altered gossans have been identified along the interpreted trace of the Barnes Creek fault, a major structure within the Guichon Creek batholith. The first area (800m long by 200m wide); the second area is 600 m south and smaller in extent. These gossans exhibit erratic copper concentrations, weak copper‐silver soil anomalies and copper mineralogy typical of a leach cap.
Since the Company acquired the property in 2021, it has completed mapping and prospecting, soil sampling, and ground and airborne geophysical programs. Results from this work are consistent with the presence of a leach cap to a porphyry system.
Soil sampling in 2024 encountered highly anomalous values located on the newly acquired northern claims. Of the 520 samples, 8 returned values >100 ppm Cu (102.0, 122.2, 126.7, 132.2, 134.8, 136.9, 269.1 and 1517.4). This area is underlain by the Guichon Batholith, which hosts known copper porphyry deposits in this region, in contact with Nicola volcanics.
Qualified Person
Chris M. Healey, P.Geo., Chief Geologist, and a Director of District Copper Corp., is the qualified person under NI 43‐101 guidelines who is responsible for the technical content of this release and approves its release.
About District Copper
District Copper is a Canadian company engaged in the exploration for porphyry copper deposits in south‐ central British Columbia.
For further information, please visit www.districtcoppercorp.com to view the Company’s profile or contact Jevin Werbes at 604‐363‐2506.
Jevin Werbes, President & CEO
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities described herein in the United States. The securities described in this news release have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. This news release is not for distribution in the United States or over United States newswires.
Cautionary Statement on Forward Looking Statement
Certain information contained in this news release, including information as to our strategy, projects, plans or future financial or operating performance and other statements that express management’s expectations or estimates of future performance, constitute “forward looking statements”. Actual results may differ materially from those indicated by such statements. All statements, other than historical fact, included herein, including, without limitations statements regarding future production, are forward‐looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements.
In connection with the forward‐looking information contained in this news release, District Copper has made numerous assumptions regarding, among other things: the geological advice that District Copper has received is reliable and is based upon practices and methodologies which are consistent with industry standards and the reliability of historical reports. While District Copper considers these assumptions to be reasonable, these assumptions are inherently subject to significant uncertainties and contingencies.
Additionally, there are known and unknown risk factors which could cause District Copper’s actual results, performance, or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward‐looking information contained herein. Known risk factors include, among others: the dimensions and shape of the mineralized areas may not be as estimated; the targets outlined by the MVI study may not be associated with felsic intrusives porphyry style alteration or mineralization; the proposed surface program may eliminate these areas as potential targets for future exploration; the NNW trending structures may not contain indications of magnetite destruction typical of hydrothermal alteration; uncertainties relating to interpretation of the outcrop sampling results; the geology, continuity, and concentration of the mineralization; the financial markets and the overall economy may deteriorate; the need to obtain additional financing and uncertainty of meeting anticipated program milestones; and uncertainty as to timely availability of permits and other governmental approvals.
A more complete discussion of the risks and uncertainties facing District Copper is disclosed in District Copper's continuous disclosure filings with Canadian securities regulatory authorities at www.sedarplus.ca. All forward‐looking information herein is qualified in its entirety by this cautionary statement, and District Copper disclaims any obligation to revise or update any such forward‐looking information or to publicly announce the result of any revisions to any of the forward‐looking information contained herein to reflect future results, events or developments, except as required by law.