Atacama Copper Corporation (TSXV: ACOP) entered into a business combination agreement on December 15, 2023, to acquire all outstanding shares of TCP1 Corporation through a reverse takeover, forming a new entity ("Resulting Issuer") under the existing Atacama Copper symbol on the TSX Venture Exchange. This transaction, structured as a three-cornered amalgamation under Ontario law, will see Atacama Copper issue approximately 41.7 million shares to TCP1 shareholders, consolidating TCP1’s assets, including the Cristina and Yecora Projects in Mexico, with Atacama’s Placeton/Caballo Muerto copper project in Chile.

Concurrent with the transaction, Atacama Copper will conduct a private placement, aiming to raise CAD 10 million, co-led by Cormark Securities Inc. and Stifel Canada. The funds will be allocated to advance exploration in the combined portfolio. The deal includes a share consolidation, where TCP1 shareholders will receive 64.815 Atacama shares for each TCP1 share. Legal advisors involved include undisclosed counsel for Atacama and financial advisory service providers who will receive approximately 1.16 million Resulting Issuer shares for their services.