Vancouver, British Columbia, March 3, 2010. Candente Copper Corp. (DNT:TSX) (the "Company") is pleased to announce that purchasers have subscribed for approximately C$6,000,000 of units (the "Units") of the Company to be sold by way of private placement (the "Offering"). This is an increase from the C$5,000,000 originally announced in the Company's press releases of February 11 and 16, 2010.
Due to the size of the Offering, the rules of the Toronto Stock Exchange require that the Company obtain shareholder approval for the total shares issuable under the Offering that represent more than 25% of the number of the Company's currently issued and outstanding shares.
As a result, each subscriber will receive no less than 78% of their allocation by the sale of Units, with the remaining Units sold to each subscriber pursuant to special warrants ("Special Warrants") which will be subject to approval by the shareholders of the Company at its annual and general meeting planned for May 14, 2010.
Each Special Warrant will be convertible into one Unit, the terms of which are the same as those of the original subscription Units. Each Unit consists of one common share in the capital of the Company and one-half of one share purchase warrant ("Warrant"). Each whole Warrant is exercisable for a period of 36 months from Closing at a price of $0.50 per share. The Special Warrants, the common shares and Warrants comprising the Units, and the common shares issuable upon exercise of the Warrants, will all be subject to the same four-month hold period under applicable Canadian securities laws. Closing is expected to be on or about March 9, 2010 ("Closing").
The Offering is being made in all provinces of Canada, via private placement in the U.S. in accordance with certain exemptions under the U.S. Securities Act, and other jurisdictions as may be determined between the Company and the Agents, and is subject to the approval of the appropriate regulatory authorities. The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
About Candente Copper
Candente Copper (DNT:TSX) is developing the 7.7 billion pound feasibility stage Cañariaco Norte copper deposit in northern Peru, exploring the company's portfolio of copper projects throughout Peru, and pursuing prospective copper projects in the Americas.
On behalf of the Board of Candente Copper Corp.
CEO & Director
This news release may contain forward-looking statements including but not limited to comments regarding the approvals of regulators or shareholders, the timing of the closing of the Offering or of the Company's annual general and special meeting, 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. Candente relies upon litigation protection for forward-looking statements. CAUTIONARY NOTE TO U.S. INVESTORS
We advise U.S. investors that this news release uses terms which are not recognized by the United States Securities and Exchange Commission ("SEC"), including "mineral resources", "measured resources", "indicated resources" and "inferred resources". The estimation of measured and indicated resources involves greater uncertainty as to their existence and economic feasibility than the estimation of proven and probable reserves. U.S. investors are cautioned not to assume that mineral resources in these categories will be converted to reserves. The estimation of inferred resources involves far greater uncertainty as to their existence and economic viability than the estimation of other categories of resources. U.S. investors are cautioned not to assume that estimates of inferred mineral resources exist, are economically mineable, or will be upgraded into measured or indicated mineral resources. U.S. investors are cautioned not to assume that mineral resources in any of these categories will be converted into reserves.
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CAUTIONARY NOTE TO U.S. INVESTORS