Crazy Horse Resources Inc.

Crazy Horse Resources Inc.

July 04, 2011 09:02 ET

Copper Development Corp. to Invest C$5,000,000 Into Crazy Horse Resources Inc.

VANCOUVER, BRITISH COLUMBIA--(Marketwire - July 4, 2011) - Crazy Horse Resources Inc. (TSX VENTURE:CZH) (the "Company") is pleased to announce a strategic investment by Copper Development Corporation ("CDC") on a private placement basis of 6,666,667 common shares of the Company (the "Shares") at a price of $0.75 per Share for proceeds to the Company of C$5,000,000.

CDC is a copper mining and development company that holds interests in two porphyry copper projects in the Philippines – the Hinoba-an and Basay Copper Projects. CDC's shares are traded on the AIM market (AIM) of the London Stock Exchange (AIM:CDC). CDC was admitted to AIM on 13 December 2010, at which time it raised approximately US$63 million with a concurrent placing of new shares.

The Hinoba-an Copper Project is an open pittable copper porphyry deposit with a granted mining tenement (MPSA) located approximately 700 km south of Manila on the island of Negros in the Philippines. After acquiring the project in November 2009, CDC undertook a drilling program and in July 2010 completed an updated scoping study on the project to provide direction on its future development. CDC is focused on completing a feasibility study on the Hinoba-an Project in 2012.

The Basay Copper Project is a previously mined copper porphyry deposit located approximately 25 km southeast of the Hinoba-an Project. CDC is carrying out confirmatory drilling designed to confirm historical mineralization and to estimate a JORC/ NI43-101 compliant resource by the end of 2011, as well as test the extension of known mineralisation at depth and along strike.

CDC is focused on enhancing the value of both projects with an aggressive exploration program on the highly prospective tenements and identifying new opportunities for growth through possible acquisitions of complementary mineral properties. More information on CDC can be found on its website at

As a condition to CDC's investment, the Company is pleased to announce that Mitch Alland, the Executive Chairman and CEO of CDC will be appointed as a non-executive director of the Company on closing of the private placement. Mr. Alland was Executive Vice Chairman of AIM-listed Copper Resources Corporation from 2005 to 2007, a previous owner of the Hinoba-an Project and another copper project in the Democratic Republic of Congo. Prior thereto, Mr Alland had a 23-year career at the World Bank and the International Finance Corporation, (the World Bank's affiliate responsible for private sector project financing in developing countries), where he had extensive experience with mining projects worldwide, including serving as director of several mining companies, including director of Comsur, the largest private mining company in Bolivia, and an alternate director of Escondida, the large Chilean copper mining company.

Johan Raadsma, President and CEO of Crazy Horse states, "CDC's team is highly respected in the Philippines for porphyry copper exploration and development. This strategic investment by CDC and the addition of Mitch Alland's stellar corporate and financial experience will further strengthen development success of our Taysan copper gold project."

No finder's fee or commissions will be paid in respect of the private placement.

The completion of the private placement is subject to the approval of the TSX Venture Exchange.

The proceeds of the private placement will be used to further develop the Company's Taysan Copper-Gold Porphyry Project in the Philippines.

The Shares will be subject to a four-month hold period in accordance with applicable Canadian securities laws. As a result of the private placement, CDC will hold approximately 11.8% of the Company's outstanding common shares. The Company has agreed to grant CDC the right to maintain such percentage shareholding through participation in future financings undertaken by the Company, for a period of five years subject to CDC continuing to meet certain minimum shareholding and investment requirements.

This news release is also being disseminated as required by National Instrument 62-103 The Early Warning System and Related Take Over Bids and Insider Reporting Issues in connection with the filing of an early warning report (the "Early Warning Report") regarding the acquisition of securities of the Company by Copper Development Corporation ("CDC") of the British Virgin Islands.

CDC acquired 6,666,667 common shares of the Company pursuant to the private placement. Currently, CDC beneficially owns 6,666,667 common shares of the Company, representing approximately 11.82% of the issued and outstanding voting securities of the Company upon closing of the private placement.

CDC has advised the Company that there is no agreement, arrangement, commitment, or understanding with respect to the voting of any of its securities of the Company. The 6,666,667 common shares of the Company were acquired by CDC for investment purposes and CDC may increase or decrease its beneficial ownership or control depending on market and other conditions.

A copy of the Early Warning Report may be found on


Johan Raadsma, President, CEO and Secretary

This press release is not an offer of securities for sale in the United States. The common shares being offered have not been and will not be registered under the United States Securities Act of 1933, as amended, and accordingly are not being offered for sale and may not be offered, sold or delivered, directly or indirectly within the United States, its possessions and other areas subject to its jurisdiction or to, or for the account or for the benefit of a U.S. person, except pursuant to an exemption from the registration requirements of that Act.

This press release includes "forward-looking statements" including statements relating to completion of the proposed Offering and use of the offering proceeds, that are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company. Investors are cautioned that any such statements are not guarantees of future performance and that actual results or developments may differ materially from those projected in the forward-looking statements. Such forward-looking information represents management's best judgment based on information currently available. No forward-looking statement can be guaranteed and actual future results may vary materially. There is no assurance that the Company will be successful in raising any or all of the private placement, or that the terms thereof will not materially change prior to closing. The Company does not assume the obligation to update any forward-looking statement, except as required by applicable law.

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.

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