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Cupric Canyon Capital completes arrangement with Hana Mining

Fasken
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Client

Cupric Canyon Capital

On February 20, 2013, Hana Mining Ltd (TSX VENTURE:HMG) (Hana) and Cupric Canyon Capital LP (Cupric) announced that Cupric had indirectly acquired all of the outstanding common shares of Hana (Hana Shares) pursuant to the previously announced statutory plan of arrangement (the Arrangement) under the British Columbia Business Corporations Act involving Hana, Cupric, Cuprous Capital Ltd, a wholly owned subsidiary of Cupric, and Hana's securityholders. Under the Arrangement, shareholders of Hana received C$0.82 in cash for each Hana Share, representing a premium of approximately 88% to the 20-day volume weighted average price of the Hana Shares on the TSX Venture Exchange as of October 23, 2012. The total consideration paid to Hana shareholders was approximately C$67 million and the Arrangement valued Hana's equity at approximately C$82 million. Hana became a wholly owned subsidiary of Cuprous Capital Ltd. Hana’s securityholders approved the Arrangement on December 27, 2012 at a special meeting of Hana’s securityholders and the Supreme Court of British Columbia issued a final order approving the Arrangement on January 7, 2013. Hana has been exclusively engaged in mineral exploration activity in Botswana since mid-2007, specifically targeting discovery of precious and base metals. Hana has a controlling interest in Hana Ghanzi Copper (Pty) Ltd (formerly Stellent (Proprietary) Ltd) which in turn controls five prospecting license blocks in Botswana, covering 2,149 square kilometers in area, situated south of the town of Maun. Hana’s single exploration project, the Ghanzi Copper-Silver Project (the Ghanzi Project), is located on this license area. Cupric intends to advance the Ghanzi Project through the design, construction and operational phases of its development. Cupric Canyon Capital LP, which is owned by its management and the Barclays Natural Resource Investments division of Barclays, is focused on acquiring interests in undeveloped copper assets with a known resource and adding value to them by assisting in the advancement of the projects through the stages of development, construction and operations. Fasken Martineau was counsel to Cupric with a team that included Georald Ingborg and Amanda Robinson (mining, securities and mergers & acquisitions), Michael Hobkirk (securities and mergers & acquisitions), Tracey Cohen and Mark Pontin (litigation), Lata Casciano (securities and mergers & acquisitions), Ron Nobrega and Mitchell Thaw (tax), Josh Lewis, Dimitri Cavvadas and Benedict Phiri (mining).

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