Superior Copper Corporation

TSX VENTURE : SPC


Superior Copper Corporation

April 23, 2014 11:47 ET

Superior Copper Announces $3,250,000 Best Efforts Non-Brokered Private Placement

TORONTO, ONTARIO--(Marketwired - April 23, 2014) - Superior Copper Corporation ("Superior Copper" or "the Company") (TSX VENTURE:SPC) is pleased to announce that it intends to complete a best efforts non-brokered private placement financing of hard dollar units ("HD Units") at a price of $0.10 per HD Unit, and flow-through common shares ("FT Shares") at a price of $0.10 per FT Share, for gross proceeds of up to $3,250,000 (the "Offering").

Each HD Unit will be comprised of one common share ("Common Share") and one-half common share purchase warrant ("HD Warrant"), with each HD Warrant being exercisable for one common share of the Corporation at an exercise price of $0.15 for a period of 24 months following the closing date of the Offering.

The securities issued pursuant to the Offering will be subject to a statutory four month and one day hold period.

The proceeds of the Offering will be used for exploration and general working capital purposes. The proceeds received from the amount allocated to the FT Shares will be used to incur Canadian Exploration Expenses as defined by the Income Tax Act (Canada), and will be renounced with an effective date of no later than December 31, 2014.

It is anticipated that insiders of the Company and their joint actors may subscribe for up to 45% of the securities pursuant to the Offering. The participation of each insider will be subject to the approval of directors of the Company who are independent of that insider. Any such participation would be considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101"). Since both the fair market value of the securities to be issued to insiders and the cash consideration to be paid for such securities will not exceed 25% of Superior Copper's market capitalization, the Company anticipates that the sale of securities to insiders pursuant to the Offering will be exempt from the valuation and minority shareholder approval requirements of MI 61-101.

The Offering is subject to the approval of the TSX Venture Exchange and applicable securities regulatory authorities. The Company anticipates closing as soon as practicable subject to receipt of all necessary regulatory approvals.

Superior Copper Corporation

Superior Copper Corporation is a Canadian-based exploration company focused on base and precious metal exploration. The Company's primary objective is to target highly prospective and underexplored mineral properties, particularly copper, in order to meet the continual global demand. Its primary land position is its 100% owned Superior Project which covers 15,789 hectares or 158 square kilometers located approximately 85 km north of Sault Ste. Marie, Ontario. The Company's property has the potential to host an Iron Oxide, Copper Gold ("IOCG") deposit as the Corporation has identified a large geophysical magnetic high with coincident gravity anomalies, Copper-bearing hematitic breccias and IOCG type alteration patterns throughout the property which is located on the Proterozoic Mid-continental Rift.

CAUTIONARY STATEMENT: Neither the TSX Venture Exchange ("TSX-V") nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release. This News Release includes certain "forward-looking statements". These statements are based on information currently available to the Company and the Company provides no assurance that actual results will meet management's expectations. Forward-looking statements include estimates and statements that describe the Company's future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as "believes", "anticipates", "expects", "estimates", "may", "could", "would", "will", or "plan". Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results relating to, among other things, use of proceeds from the Offering, results of exploration, project development, reclamation and capital costs of the Company's mineral properties, and the Company's financial condition and prospects, could differ materially from those currently anticipated in such statements for many reasons such as: changes in general economic conditions and conditions in the financial markets; changes in demand and prices for minerals; litigation, legislative, environmental and other judicial, regulatory, political and competitive developments; technological and operational difficulties encountered in connection with the activities of the Company; and other matters discussed in this news release. This list is not exhaustive of the factors that may affect any of the Company's forward-looking statements. These and other factors should be considered carefully and readers should not place undue reliance on the Company's forward-looking statements. The Company does not undertake to update any forward-looking statement that may be made from time to time by the Company or on its behalf, except in accordance with applicable securities laws. Please see our public filings at www.sedar.com for further information.

Shares Outstanding: 101,756,284

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