Mag Copper Limited
CNSX : QUE

Mag Copper Limited

October 09, 2013 16:45 ET

Mag Copper Announces Shares for Debt Settlement

TORONTO, ONTARIO--(Marketwired - Oct. 9, 2013) - Mag Copper Limited ("Mag Copper" or the "Company") (CNSX:QUE) announces that it has agreed to settle an aggregate of $196,600 of indebtedness owed to certain arm's length and non-arm's length creditors through the issuance of 3,932,000 common shares at a deemed issuance price of Cdn.$0.05 per common share. All common shares issued in connection with the shares for debt transaction are subject to a four month statutory hold period.

Pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"), the shares for debt transaction constitutes a "related party transaction" as related parties of the Company will receive 3,254,000 common shares of the Company in connection with the debt settlement. The Company is relying on exemptions from the formal valuation and minority approval requirements of MI 61-101, based on a determination that the securities of the Company are only listed on the Canadian National Stock Exchange and that the fair market value of the transaction, insofar as it involves related parties, does not exceed $2,500,000 and/or 25% of the market capitalization of the Company. A material change report will be filed less than 21 days before the closing date of the transaction. This shorter period is reasonable and necessary in the circumstances as the Company wishes to improve its financial position by reducing its accrued liabilities.

The Canadian National Stock Exchange has not reviewed this press release and does not accept responsibility for the adequacy or accuracy of this news release.

This news release may contain forward-looking statements including but not limited to comments regarding the timing and content of upcoming work programs, geological interpretations, receipt of property titles, potential mineral recovery processes, etc. Forward-looking statements address future events and conditions and therefore, involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements.

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