NovaCopper Completes the Acquisition of Sunward Resources
June 19, 2015
June 19, 2015 - Vancouver, British Columbia - NovaCopper Inc. (TSX, NYSE-MKT: NCQ) ("NovaCopper" or the "Company") and Sunward Resources Ltd. (TSX: SWD) ("Sunward") are pleased to announce the completion of the previously announced plan of arrangement (the "Arrangement") pursuant to which NovaCopper has acquired ownership of all of the issued and outstanding common shares of Sunward resulting in Sunward being a wholly-owned subsidiary of NovaCopper.
The Arrangement was completed under the Business Corporations Act
(British Columbia). Under the terms of the Arrangement, which took
effect at 12:01 a.m. (Vancouver time) this morning, Sunward shareholders
received 0.3 of a NovaCopper common share for each Sunward common share
held. The Arrangement gives NovaCopper ownership of the Titiribi
project located in Colombia. The Company has a strong balance sheet
with over US$20 million in cash which will significantly de-risk the
development of the Ambler mining district and will allow the Company to
advance the Arctic deposit towards feasibility and in the near term, to
advance the Upper Kobuk Mineral Projects during the 2015 field season.
In connection with the closing of the Arrangement, NovaCopper appointed
Philip O'Neill, a former director and former CEO of Sunward, and William
Hayden, a former director of Sunward, to the NovaCopper board of
directors. To accommodate the addition of the new directors from
Sunward, Clynton Nauman and Thomas Kaplan are stepping down as
directors, and Gerry McConnell will be replacing Dr. Kaplan as Chairman
of the Board.
About NovaCopper
NovaCopper Inc. is a base metals exploration company focused on
exploring and developing the Ambler mining district in Alaska. It is
one of the richest and most-prospective known copper-dominant districts
located in one of the safest geopolitical jurisdictions in the world. It
hosts world-class polymetallic VMS deposits that contain copper, zinc,
lead, gold and silver, and carbonate replacement deposits which have
been found to host high-grade copper mineralization. Exploration efforts
have been focused on two deposits in the Ambler district -- the Arctic
VMS deposit and the Bornite carbonate replacement deposit. Both deposits
are located within NovaCopper's land package that spans approximately
143,000 hectares. NovaCopper has an agreement with NANA Regional
Corporation, Inc., an Alaskan Native Corporation that provides a
framework for the exploration and potential development of the Ambler
mining district in cooperation with the local communities. Our vision is
to develop the Ambler mining district into a premier North American
copper producer.
More information on the Company, its properties and its management team is available on the Company's website at www.novacopper.com.
NovaCopper Contact:
Elaine Sanders
Vice President & Chief Financial Officer
604-638-8088 or 1-855-638-8088
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Cautionary Note Regarding Forward-Looking Statements
This press release includes certain "forward-looking
information" and "forward-looking statements" (collectively
"forward-looking statements") within the meaning of applicable Canadian
and United States securities legislation including the United States
Private Securities Litigation Reform Act of 1995. All statements, other
than statements of historical fact, included herein, without limitation,
statements relating to development of the Ambler mining district and
advancement of the Arctic deposit, are forward-looking statements.
Forward-looking statements are frequently, but not always, identified by
words such as "expects", "anticipates", "believes", "intends",
"estimates", "potential", "possible", and similar expressions, or
statements that events, conditions, or results "will", "may", "could",
or "should" occur or be achieved. These forward-looking statements may
include statements regarding perceived merit of properties; exploration
plans and budgets; mineral reserves and resource estimates; work
programs; capital expenditures; timelines; strategic plans; market
prices for precious and base metals; or other statements that are not
statements of fact. Forward-looking statements involve various risks and
uncertainties. There can be no assurance that such statements will
prove to be accurate, and actual results and future events could differ
materially from those anticipated in such statements. Important factors
that could cause actual results to differ materially from NovaCopper's
expectations include the uncertainties involving the need for additional
financing to explore and develop properties and availability of
financing in the debt and capital markets; uncertainties involved in the
interpretation of drilling results and geological tests and the
estimation of reserves and resources; the need for cooperation of
government agencies and native groups in the development and operation
of properties; the need to obtain permits and governmental approvals;
risks of construction and mining projects such as accidents, equipment
breakdowns, bad weather, non-compliance with environmental and permit
requirements, unanticipated variation in geological structures, metal
grades or recovery rates; unexpected cost increases, which could include
significant increases in estimated capital and operating costs;
fluctuations in metal prices and currency exchange rates; and other
risks and uncertainties disclosed in NovaCopper's Annual Report on Form
10-K for the year ended November 30, 2014 filed with Canadian securities
regulatory authorities and with the SEC and in other NovaCopper reports
and documents filed with applicable securities regulatory authorities
from time to time. NovaCopper's forward-looking statements reflect the
beliefs, opinions and projections on the date the statements are made.
NovaCopper assumes no obligation to update the forward-looking
statements or beliefs, opinions, projections, or other factors, should
they change, except as required by law.