Copper Standard Resources Inc — M&A Activity 2023

Jun 3, 2023

LEVEL 14 VENTURES LTD. 1400 – 400 Burrard Street Vancouver, BC V6C 3A6

LEVEL 14 ANNOUNCES PROPOSED PLAN OF ARRANGEMENT

Vancouver, Bri�sh Columbia, June 2, 2023 – Level 14 Ventures Ltd. (“Level 14” or the “Company”) (CSE: LVL) announces that it has entered into an arrangement agreement dated, May 25, 2023 (the “Arrangement Agreement”), with two (2) of its wholly-owned subsidiaries, Green Mountain Resources Ltd. (“GMR”) and Kobe Resources Ltd. (“Kobe”), whereby the Company intends to complete a spin-out of GMR and Kobe to the exis�ng shareholders of the Company (each, a “LVL Shareholder”, and collec�vely, the “LVL Shareholders”) pursuant to a plan of arrangement under sec�on 288 of the Business Corpora�ons Act (Bri�sh Columbia) (the “Arrangement”). The Supreme Court of Bri�sh Columbia granted an interim order on May 29, 2023 (the “Interim Order”) in connec�on with the Arrangement. The Arrangement Agreement was amended on June 2, 2023 to provide for an exchange ra�o of 10:1 in connec�on with the spin-out of GMR and Kobe in accordance with the Arrangement Agreement and Interim Order.

Under the terms of the Arrangement, each LVL Shareholder will be en�tled to receive one-tenth (1/10) of one common share in the capital of each of GMR and Kobe for each outstanding common share of the Company held (collec�vely, the “Distributed Securi�es”). In addi�on to the distribu�on of the Distributed Securi�es to the LVL Shareholders, Level 14 will transfer up to $25,000 in cash to each of GMR and Kobe as ini�al working capital.

Following comple�on of the Arrangement, GMR and Kobe will be independent repor�ng issuers in the Provinces of Bri�sh Columbia, Alberta, and Ontario. The Company believes that the Arrangement is in the best interests of the Company in order to unlock value in the Company’s Green Mountain Property and free miner cer�ficate held through GMR and Kobe, respec�vely.

The Arrangement is an�cipated to close in late June or early July 2023. Closing of the Arrangement is subject to the approval of not less than two-thirds of the votes cast by LVL Shareholders at a mee�ng that will be held to approve, in addi�on to annual general mee�ng ma�ers, the Arrangement (the “LVL Mee�ng”). The Arrangement is also subject to, among other condi�ons, the final approval of the Supreme Court of Bri�sh Columbia, the receipt of all necessary regulatory approvals and sa�sfac�on of certain other closing condi�ons that are customary for a transac�on of this nature.

The LVL Mee�ng is scheduled to be held on June 22, 2023. A management informa�on circular providing details regarding the Arrangement, and the ma�ers to be considered at the LVL Mee�ng, will be mailed to the LVL Shareholders in accordance with regulatory requirements.

The Board has unanimously approved the Arrangement Agreement, and determined that the Arrangement is in the best interests of the Company and the LVL Shareholders.

For complete details of the Arrangement, readers are encourage to review the Arrangement Agreement that is currently available under the Company’s profile on SEDAR (www.sedar.com).

About Level 14 Ventures Ltd.

Level 14 is an exploration-stage mining company with a focus on precious metals. The Company owns the Green Mountain Property in British Columbia, Canada and has an option to acquire 100% of the Colpayoc Property in Peru. Level 14 continues to evaluate opportunities in the mineral sector on an ongoing basis.

For more information about Level 14, please visit our website at www.level14ventures.com or email us at info@level14ventures.com.

Marcel de Groot , President & Director

the policies of the CSE) accepts responsibility for the adequacy or accuracy of this news release.

Statements included in this announcement, including statements concerning our plans, inten�ons and expecta�ons, which are not historical in nature are intended to be, and are hereby iden�fied as, "forwardlooking statements". Forward-looking statements may be iden�fied by words including "an�cipates", "believes", "intends", "es�mates", "expects" and similar expressions. The Company cau�ons readers that forward-looking statements, including without limita�on those rela�ng to Arrangement, including the �ming thereof; and the Company's future opera�ons and business prospects, are subject to certain risks and uncertain�es that could cause actual results to differ materially from those indicated in the forwardlooking statements.