Vancouver, British Columbia--(Newsfile Corp. - September 11, 2025) - Chakana Copper Corp. (TSXV: PERU) (FSE: 1ZX0) (the "Company" or "Chakana") is pleased to announce a non-brokered private placement of up to 17,857,143 units of the Company ("Units") at a price of C$0.07 per Unit for gross proceeds of up to C$1,250,000 the "Private Placement").
Each Unit will consist of one common share in the capital of the Company (each, a "Share") and one common share purchase warrant (a "Warrant"). Each Warrant will entitle the holder to purchase one additional Share at a price of $0.09 per Share for a period of three years from closing of the Private Placement. The Company intends to use the proceeds from the Private Placement to evaluate new opportunities, exploration, and for general working capital purposes.
Insiders may participate in the Private Placement including subscriptions from related parties of the Company as defined in Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The participation of Insiders in the Private Placement is exempt from formal valuation and minority shareholder approval requirements pursuant to exemptions contained in sections 5.5(c) and 5.7(1)(a) of MI 61-101.
The Private Placement is subject to all necessary regulatory approvals, including the approval of the TSX Venture Exchange. The securities issued under the Private Placement will be subject to a hold period under applicable securities laws in Canada expiring four months and one day from the closing date of the Private Placement. No finder's fees will be paid in connection with the Private Placement.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities 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.
Shares for Debt
The Company also announces that it will enter into shares-for-debt settlement agreements (the "Agreements") with Directors, Officers and Consultants of the Company (the "Debtees") in connection with outstanding debt related to management fees and services previously provided to the Company.
Pursuant to the Agreements, Chakana will settle an aggregate of C$246,625 in outstanding payables owed to the Debtees through the issuance of 3,523,214 common shares at a deemed price of C$0.07 per share (the "Debt Shares"). The Company also negotiated settlement of all remaining board and management debt and wrote off a total of C$354,669. The Debt Shares will be subject to a hold period under applicable securities laws in Canada expiring four months and one day from the date of issue. The shares-for-debt transaction is subject to the final approval of the TSX Venture Exchange.
About Chakana Copper Corp
Chakana Copper Corp is a Canadian-based minerals exploration Company that is currently advancing the La Joya project located in the Ancash region of Peru, a highly favorable mining jurisdiction with supportive communities. La Joya has three well-defined target areas based on extensive multi-disciplinary exploration: 1) precious metal mineralization at the La Joya high-sulfidation epithermal zone; 3) mineralization related to the Mega-Gold intrusive center; and 3) the Compañero gold zone. In addition, Chakana owns a 1% net smelter royalty over the Soledad property in the active Aija-Ticapampa mining district (see news release dated October 8, 2024). Chakana is also evaluating new opportunities. For more information on Chakana, please visit the website at www.chakanacopper.com or Chakana's profile at www.sedarplus.ca.
Qualified Person
David Kelley, an officer, and a director of Chakana, and a Qualified Person as defined by NI 43-101, reviewed and approved the technical information in this news release.
ON BEHALF OF THE BOARD
(signed) "David Kelley"
David Kelley
President and CEO
For further information contact:
Investor Relations: Info
Email: info@chakanacopper.com
Telephone: 720-233-2166
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release includes certain "forward-looking statements" under applicable Canadian securities legislation relating to plans for future exploration and drilling and the timing of same, the merits of the Company's mineral projects and other plans of the Company, including statements relating to the use of proceeds and completion of the Private Placement and Shares for Debt transaction. Forward-looking statements are statements that are not historical facts; they are generally, but not always, identified by the words "encouraging", "expects", "plans", "anticipates", "believes", "interpret", "intends", "estimates", "projects", "aims", "suggests", "often", "target", "future", "likely", "pending", "potential", "goal", "objective", "prospective", "possibly", "preliminary" and similar expressions, or that events or conditions "will", "would", "may", "can", "could" or "should" occur, or other statements, which, by their nature, refer to future events. The Company cautions that forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made, and that such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.
Factors that could cause future results to differ materially from those anticipated in forward-looking statements include risks associated with exploration and drilling; the timing and content of upcoming work programs; geological interpretations based on drilling that may change with more detailed information; possible accidents; the possibility that the Company may not be able to secure permitting and other governmental approvals necessary to carry out the Company's plans; the risk that the Company will not be able to raise sufficient funds to carry out its business plans; the possibility that future exploration results will not be consistent with the Company's expectations; increases in costs; environmental compliance and changes in environmental and other local legislation and regulation; interest rate other risks associated with mineral exploration operations, the risk that the Company will encounter unanticipated geological factors and exchange rate fluctuations; changes in economic and political conditions; and other risks involved in the mineral exploration industry. The reader is urged to refer to the Company's Management's Discussion and Analysis, publicly available through the Canadian Securities Administrators' System for Electronic Document Analysis and Retrieval (SEDAR+) at www.sedarplus.ca for a more complete discussion of risk factors and their potential effects.
Forward-looking statements are based on a number of assumptions, including management's assumptions about the following: the availability of financing for the Company's exploration activities; operating and exploration costs; the Company's ability to attract and retain skilled staff; timing of the receipt of necessary regulatory and governmental approvals; market competition; and general business and economic conditions. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Neither TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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SOURCE: Chakana Copper Corp.
