NorthWest Copper Announces Closing of Non-Brokered Private Placement Financing

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES VANCOUVER, British Columbia, Sept. 23, 2024 (GLOBE NEWSWIRE) -- NorthWest Copper Corp. ("NorthWest" or "the Company") (TSXV:NWST) is pleased to announce the closing of the previously announced over-subscribed non-brokered private placement1. The Private Placement consists of 4,600,000 units (each a "Unit"), at a price of $0.25 per Unit for gross proceeds of $1,150,000 (the "Private Placement"). Each Unit consists of one common share of the Company (each, a "Common Share") and one non-transferable Common Share purchase warrant (each a "Warrant"), with each Warrant exercisable to purchase one additional Common Share for a period of 2 years from the date of closing at an exercise price of $0.30. Proceeds from the Private Placement will be used primarily to fund general working capital purposes. All Common Shares and Warrants issued pursuant to the Private Placement and any Common Shares issuable on exercise of Warrants will be subject to a four month and a day hold period expiring January 21, 2025. Two Directors of the Company, Maryantonett Flumian and Enrico De Pasquale, acquired a total of 300,000 Units for gross proceeds of $75,000, and Mr. John Kimmel, an insider of the Company, acquired 2,000,000 Units for aggregate consideration of $500,000. Such participation is considered a "related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of the Private Placement due to the fair market value of the related party participation being below 25% of the Company's market capitalization for purposes of MI 61-101. The Company will file a material change report in respect of the Private Placement. However, the material change report will be filed less than 21 days prior to the closing of the Private Placement, which is consistent with market practice and the Company deemed reasonable in the circumstances.