Bell Copper Corporation (TSXV: BCU) (OTCQB: BCUFF) ('Bell Copper' or the 'Company') wishes to provide a drilling update, and an update to its news release of June 15, 2023, wherein it had announced plans to conduct a non-brokered private placement ('Financing') for up to 10,416,666 units (each, a 'Unit') at a price of $0.12 per Unit to raise gross proceeds of up to $1,250,000.
Conditional acceptance of the TSX Venture Exchange to the Financing has been received and the Company is still in the process of collecting subscriptions from various investors. It plans to submit final documentation and announce a closing of the Financing ('Closing') within the next 30 days. Each unit (a 'Unit') will consist of one common share and one transferable share purchase warrant ('Warrant'). Each Warrant shall be exercisable into one additional common share at a price of CAD $0.24 per share for a period of two years from the date of Closing.
Crescat Capital LLC ('Crescat'), a >10% insider and significant shareholder of the Company, has committed to participate in the Financing pursuant to its equity participation right to maintain its pro-rata ownership in Bell Copper.
Crescat's participation in the Financing shall constitute a 'related party transaction' for the purposes of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions ('MI 61-101'). The Company is relying upon exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 in completing the Financing with Crescat, on the basis that the fair market value of Crescat's pro rate participation shall be less than 25% of Bell's current market capitalization.
The private placement shall be subject to final acceptance by the TSX Venture Exchange and all securities issued pursuant to the Financing will be subject to a hold period under applicable securities laws, which hold period will expire four months plus one day from the date of Closing. The Company may pay finder's fees incidental to the Financing, as permitted by the policies of the TSX Venture Exchange.
Funds raised from the Financing will be used for the ongoing drilling and exploration program at the Company's 100% owned Big Sandy Porphyry Copper Project and for general working capital. Closing shall be subject to receipt of all necessary corporate and regulatory approvals, including approval of the TSX-V.
Additionally, further to the Company's news release of April 4, 2023 wherein it announced an agreement to settle $60,000 of debt owing to a certain creditor by the issuance of 272,727 common shares in the capital of the Company, it was decided laterally to withdraw the application for regulatory approval and alternate arrangements with the creditor have been made for settlement of the debt.
Drilling Update
Drilling of hole BS-4 on the Big Sandy porphyry copper project in northwest Arizona has encountered visible native, metallic silver in drill core at a depth of 829 meters, hosted by conglomerate. BS-4 is testing the concept of a decapitated top of a large porphyry copper system buried beneath the conglomerate at a depth of around 1200 meters. The native silver in BS-4 was not anticipated as part of the porphyry copper target model.
On June 7, 2022, the Company announced that it had cut in drillhole BS-3 an interval of 200 meters grading 0.42 percent copper (8.4 lbsCu/st) and 2.4 grams of silver per tonne from 1302 meters to 1502 meters, including 54 meters grading 0.67 percent copper (13.4 lbsCu/st) and 3.7 grams of silver per tonne from 1445 meters to 1499 meters. Drillhole BS-3 is located 900 meters south of the ongoing drillhole, BS-4. Native, metallic copper has been observed in the overlying conglomerate in each of holes BS-1 through BS-4, but this is the first time that native silver has been seen in the Big Sandy drill core.
The native silver in drillhole BS-4 is believed to represent exotic silver, that is, silver that originated in underlying bedrock and that was leached out of the bedrock by upwelling groundwater and redeposited in the overlying conglomerate. A centimeter-wide halo of gray, bleached sandy matrix in otherwise light brown matrix surrounds the native silver.
The native silver is not believed to represent a commercially significant quantity of silver. Rather, it is seen as a geochemical indicator of proximity to bedrock formations that are silver-bearing.
Drilling progress at BS-4 was stalled for two months when the drill string became blocked by a stuck sample tube. Uninterrupted efforts to remove or bypass the stuck tube finally succeeded when a wedge was used to deflect a smaller diameter drill string through the side of the blocked drill string. The native silver was encountered by subsequent diamond drilling beneath the blockage.
Tim Marsh, Bell's President and CEO, and a Qualified Person as defined by NI43-101, said, 'The native silver that we have just drilled at Big Sandy complements the exotic, native copper that we have reported in previous drillholes as an indicator of nearby, copper-silver mineralized bedrock. Our BS-3 intersection nearly one kilometer away demonstrated the existence of an underlying, supergene enriched porphyry copper deposit as a potential source for the exotic, native metals in the conglomerate. This is just the sort of welcome mat that should greet every successful explorer.'
About Bell Copper
Bell Copper is a mineral exploration company focused on the identification, exploration and discovery of large copper deposits located in Arizona. Bell Copper is exploring its 100% owned Big Sandy Porphyry Copper Project and the Perseverance Porphyry Copper Project which is under a Joint Venture - Earn In.
Contact:
Tel: 1 800 418 8250
Email: info@bellcopper.net
Forward Looking Statements
This news release includes 'forward-looking statements' and 'forward-looking information' within the meaning of Canadian securities legislation. All statements included in this news release, other than statements of historical fact, are forward-looking statements. Forward-looking statements include predictions, projections and forecasts and are often, but not always, identified by the use of words such as 'anticipate', 'believe', 'plan', 'estimate', 'expect', 'potential', 'target', 'budget' and 'intend' and statements that an event or result 'may', 'will', 'should', 'could' or 'might' occur or be achieved and other similar expressions and includes the negatives thereof. Forward-looking statements in this news release include, but are not limited to, statements with respect to the expectations of management regarding the proposed Financing, the expectations of management regarding the use of proceeds of the Financing, closing conditions for the Financing, the expiry of hold periods for securities distributed pursuant to the Financing, use of proceeds of the Financing and TSX-V approval of the proposed Financing. Forward-looking statements are based on a number of assumptions and estimates that, while considered reasonable by management based on the business and markets in which Bell Copper operates, are inherently subject to significant operational, economic, and competitive uncertainties, risks and contingencies. 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 the Company's expectations include: that the Company may not complete the Financing on terms favourable to the Company or at all; that the TSX-V may not approve the Financing; that the proceeds of the Financing may not be used as stated in this news release; actual exploration results, interpretation of metallurgical characteristics of the mineralization, changes in project parameters as plans continue to be refined, future metal prices, availability of capital and financing on acceptable terms, general economic, market or business conditions, uninsured risks, regulatory changes, delays or inability to receive required approvals, and other exploration or other risks detailed herein and from time to time in the filings made by the Company with securities regulators, including those described in the Company's most recently filed MD&A. The Company does not undertake to update or revise any forward-looking statements, except in accordance with applicable law.
BELL COPPER CORPORATION 
