Approved to Close Private Placement Financing
Suite 920 – 1112 WEST PENDER STREET
VANCOUVER, BC, V6E 2S1
SEPTEMBER 13, 2023 NEWS RELEASE TSXV: SDCU
SONORAN DESERT COPPER CORPORATION
APPROVED TO CLOSE PRIVATE PLACEMENT FINANCING
Vancouver, B.C.: Sonoran Desert Copper Corporation (“SDCU'' or the “Company”) (TSXV: SDCU)
announces that, further to the August 28, 2023 news release, it has received TSX Venture Exchage
approval to close its $0.05 Unit Private Placement Financing (the “Financing”).
CLOSING $0.05 UNIT PRIVATE PLACEMENT FINANCING
The Company will now issue 16,370,000 $0.05 Units, each unit consisting of one common share of the
Company and one common share purchase warrant, with each warrant being exercisable for an additional
common share at an exercise price of 10 cents for 36 months. The warrants are subject to the right of the
Company to accelerate the exercise of the warrants if the shares of the Company trade at or above 50
cents for a period of 10 consecutive trading days. All securities issued pursuant to the financing are subject
to a four-month hold.
Nexvu Capital Corp., a company beneficially owned by insiders of the Company, has subscribed for
1,200,000 Units, or $60,000, that portion of the financing a “related party transaction” as such term is
defined under MI 61-101 – Protection of Minority Security Holders in Special Transactions. The Company
is relying on exemptions from the formal valuation requirement of MI-61-101 under sections 5.5(a) and
(b) of MI 61-101 in respect of the transaction as the fair market value of the transaction, insofar as i t
involves the interested party, is not more than 25% of the Company’s market capitalization.
Cash finders’ fees totalling $3,440 will be paid and 68,800 non-transferable broker warrants exercisable
at $0.10 for 36 months will be issued to Leede Jones Gables Inc.
Proceeds raised in the Financing are being allocated for general working capital, to the Company’s Red
Lake Property located in Ontario, and to the Company’s Cuatro Hermanos Porphyry Copper Project
located in Sonora, Mexico (the “4H Project”).
While the Company has filed documentation with the TSX Venture Exchange (the “Exchange”) for their
review and acceptance of the 4H Project, the Exchange has to date, provided only Conditional Acceptance
subject to their review of the pending 43-101 Technical Report for the 4H Project. The 43-101 Technical
Report is in process and expected to be delivered before the 15th of September.
The Exchange has not granted Final Acceptance of the transaction. Full details and an update of the
transaction have been disclosed in the Company’s February 9, 2023 and September 6, 2023 news releases.
The Company has obtained the consent of all subscribers that they are willing to subscribe to the private
placement, notwithstanding the pending acceptance of the 4H Project. Further, all subscribers have been
advised that there is no guarantee that the Exchange will approve the 4H Project.
Suite 920 – 1112 WEST PENDER STREET
VANCOUVER, BC, V6E 2S1
http://primemeridianresources.com/
About Sonoran Desert Copper Corporation
Sonoran Desert Copper Corporation is focused on the development of its energy metals project portfolio
including the South Uchi lithium project in Red Lake, Ontario, Canada and the Cuatro Hermanos copper /
molybdenum porphyry project in Sonora, Mexico (the “4H Property”)
On behalf of the Board of Directors of
SONORAN DESERT COPPER CORPORATION
"Brian Leeners"
Brian Leeners, CEO & Director
[email protected] / +1 604-862-4184 (WhatsApp)
FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE
The information contained herein contains "forward-looking statements" within the meaning of applicable
securities legislation. Forward-looking statements relate to information that is based on assumptions of
management, forecasts of future results, and estimates of amounts not yet determinable. Any statements
that express predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events
or performance are not statements of historical fact and may be "forward-looking statements.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.