DNT Candente Copper Corp

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED
STATES.


Candente Copper Corp. (TSX:DNT)(PINKSHEETS:CCOXF)(LMA:DNT) ("Candente Copper")
and Cobriza Metals Corp. (TSX VENTURE:CZA) ("Cobriza") are pleased to jointly
announce that they have executed a definitive arrangement agreement (the
"Agreement") pursuant to which Candente Copper will acquire, in an all-share
transaction, all of the issued and outstanding common shares of Cobriza by way
of proposed statutory plan of arrangement under the Business Corporations Act
(British Columbia) (the "Arrangement").


The execution of the Agreement clears the way for Cobriza shareholders to vote
on and approve the Arrangement at an annual and special meeting of shareholders
of Cobriza that is expected to be held in late August or early September 2013
(the "Meeting").


Michael Thicke, president of Cobriza comments: "This Agreement represents just
over 9% interest for Cobriza shareholders in the large scale Canariaco Norte
copper project and in the significant exploration upside along the Canariaco
mineralized trend. In addition, the combined company will have the financial
stability and management expertise to advance the key work on Cobriza's
exploration properties and at Canariaco. Advancing the exploration properties
will be a priority for the combined company and will be continued in a prudent
manner so as to add shareholder value while maintaining cash resources."


"We see this Agreement as a very positive development for the shareholders of
both companies" commented Sean Waller, President of Candente Copper. "The
combined entity will result in a stronger company with an enhanced ability to
execute effectively in the challenging conditions that currently exist for the
junior mining sector. Candente shareholders will gain exposure to the excellent
exploration potential of the Cobriza's package of base metal properties which
Cobriza has recently being adding value to with its exploration expertise, and
Cobriza shareholders will gain exposure to the ongoing development at the
Canariaco Norte project and the exciting exploration potential at the Canariaco
Sur copper porphyry as well as the adjacent Quebrada Verde copper porphyry
target."


Details of the Arrangement

Under the Arrangement, Candente Copper will acquire all of the common shares of
Cobriza that it does not already own and Cobriza shareholders, other than
Candente Copper, will receive 0.50 of a Candente Copper common share for each
Cobriza common share held, resulting in Candente Copper issuing approximately
12,204,860 of its common shares to Cobriza shareholders, representing
approximately 9.09% of Candente Copper's total post-Arrangement issued and
outstanding share capital. All outstanding Cobriza options and warrants will be
assumed by Candente Copper and exercisable to acquire Candente Copper common
shares, with the number of Candente Copper common shares and exercise price
adjusted, as appropriate, to reflect the consideration to be received by the
Cobriza shareholders pursuant to the Arrangement.


Based on Candente Copper's closing share price on July 12, 2013 (the last
trading day before the date of signing of the Agreement), the proposed exchange
ratio represents a 59% premium to Cobriza's closing share price on July 12, 2013
and a 56% premium based on the 20-day volume weighted average share prices for
each company's shares up to that date. The proposed Arrangement values Cobriza
at approximately $2.5 million.


The implementation of the Arrangement will be subject to a number of conditions,
including: (a) approval by at least 66 2/3% of the votes cast by the Cobriza
shareholders and by a simple majority of votes cast by the Cobriza shareholders
after excluding any votes required to be excluded pursuant to the provisions of
Multilateral Instrument 61-101 Protection of Minority Security Holders in
Special Transactions ("MI 61-101") at the Meeting; (b) approval of the Supreme
Court of British Columbia; (c) approvals of the Toronto Stock Exchange and the
TSX Venture Exchange; (d) completion of satisfactory due diligence on or before
July 31, 2013; and (e) completion or waiver of such other conditions as are
customary for a transaction of this nature.


The Agreement also provides for, among other things, non-solicitation covenants
from Cobriza (subject to customary "fiduciary out" provisions that entitle
Cobriza to consider and accept a superior proposal and a right in favour of
Candente Copper to match any superior proposal). The Agreement also provides for
the payment of a termination fee to Candente Copper of $86,000 in certain
circumstances, including where Cobriza accepts an unsolicited superior proposal
and terminates the Agreement.


The current management team of Candente Copper, with the addition of Michael
Thicke, will manage the affairs of Cobriza upon completion of the Arrangement.
The board of directors of Candente Copper has unanimously approved the
Arrangement.


The board of directors of Cobriza has established a special committee comprised
of independent board members (as defined in relevant securities legislation) to
oversee the proposed transaction. The board of directors of Cobriza has received
an opinion from Ross Glanville and Bruce McKnight, its financial advisors, that
as of the date of the opinion and based upon and subject to the limitations and
qualifications therein, the consideration to be received pursuant to the
Arrangement is fair, from a financial point of view, to the Cobriza shareholders
(other than Candente Copper). The board of directors of Cobriza is recommending
that the Cobriza shareholders vote in favour of the Arrangement.


Subject to receipt of all regulatory, court and shareholder approvals, and the
satisfaction or waiver of all conditions, the completion of the proposed
Arrangement is anticipated to be implemented during September, 2013.


Additional details regarding the Arrangement will be described in detail in the
management information circular to be mailed to Cobriza shareholders in
connection with the Meeting.


MI 61-101 Related Matters

The proposed transaction will constitute a "business combination" transaction
under MI 61-101 as Candente Copper currently holds a 13.51% interest in Cobriza,
being 3,813,304 common shares of Cobriza.


In addition, Joanne Freeze, Chief Executive Officer and a director of Candente
Copper is also the Chief Executive Officer and a director of Cobriza and Anthony
Pitirri serves as the Chief Financial Officer of each of Candente Copper and
Cobriza.


As Cobriza is a company listed on the TSX Venture Exchange, it is exempt from
the formal valuation requirements of MI 61-101 pursuant to the exemption
contained in section 4.4(1)(a) of MI 61-101 on the basis that no securities of
Cobriza are listed or quoted on the markets specified therein. Cobriza intends
to seek minority shareholder approval of the proposed transaction at the Meeting
pursuant to MI 61-101.


About Candente Copper

Candente Copper is a mineral exploration company engaged in the acquisition,
exploration and development of mineral properties. Candente Copper is currently
focused on the exploration and development of its Canariaco Norte copper project
and the Canariaco Sur and Quebrada Verde prospects located within the western
Cordillera of the Peruvian Andes in the Canaris District, Province of Ferrenafe,
Department of Lambayeque in Northern Peru.


About Cobriza

Cobriza is a TSX Venture listed mineral exploration company focused on
exploration and development of base metals mining projects in Peru and Latin
America, initially focused on exploration of three of its 100% owned projects:
Arikepay, Don Gregorio and Miraflores.


Please see:

DNT - http://www.candentecopper.com/s/Presentations.asp 

CZA - http://www.cobrizametals.com/s/Presentations.asp

Conference Call

A conference call is scheduled for July 16, 2013 at 9:30 am EDT. The conference
call may be accessed by calling:




Toll Free North America                                 
 (US or Canada):                 1 866 365 4406                          
Toll Free Peru:                  080053835 or 080070682 (dial exactly as is)
Toll Free Peru Cells:            017057327 (dial exactly as is)             
Anywhere International Canadian                                 
 Non Toll Free:                  303 248 9655                            
Access Code:                     7264730 followed by the # key              



The Toronto Stock Exchange does not accept responsibility for the adequacy or
accuracy of this press release.


Neither TSX Venture Exchange nor its Regulation Services Provider (as that term
is defined in the policies of the TSX Venture Exchange) accepts responsibility
for the adequacy or accuracy of this release.


None of the securities anticipated to be issued under the plan of arrangement
have been or will be registered under the Securities Act of 1933, as amended, or
any state securities laws, and such securities are anticipated to be issued in
the United States pursuant to exemptions from such registration requirements.
This press release shall not constitute an offer to sell or solicitation of an
offer to buy any securities in any jurisdiction where such an offer or sale
would be unlawful.


Forward Looking Information

This press release contains "forward-looking statements" within the meaning of
applicable securities laws that are intended to be covered by the safe harbours
created by those laws, including statements that use forward-looking terminology
such as "may", "will", "expect", "anticipate", "believe", "continue",
"potential", or the negative thereof or other variations thereof or comparable
terminology. Such forward-looking statements may include, without limitation,
statements regarding the completion of the proposed transaction and other
statements that are not historical facts. While such forward-looking statements
are expressed by each of Candente Copper and Cobriza, as stated in this release,
in good faith and believed by each of Candente Copper and Cobriza to have a
reasonable basis, they are subject to important risks and uncertainties
including, without limitation, approval of applicable governmental authorities,
required Cobriza shareholder approval and necessary Court approvals, the
satisfaction or waiver of certain other conditions contemplated by the
Arrangement Agreement, and changes in applicable laws or regulations, which
could cause actual results to differ materially from future results expressed,
projected or implied by the forward-looking statements. As a result of these
risks and uncertainties, the proposed transaction could be modified,
restructured or not be completed, and the results or events predicted in these
forward-looking statements may differ materially from actual results or events.
These forward-looking statements are not guarantees of future performance, given
that they involve risks and uncertainties. Neither Candente Copper nor Cobriza
is affirming or adopting any statements made by any other person in respect of
the proposed transaction and expressly disclaims any intention or obligation to
update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except in accordance with applicable
securities or to comment on expectations of, or statements made by any other
person in respect of the proposed transaction. Investors should not assume that
any lack of update to a previously issued forward-looking statement constitutes
a reaffirmation of that statement. Reliance on forward-looking statements is at
investors' own risk.


On behalf of the Board of Cobriza Metals Corp.

Michael Thicke, M.Sc., P.Geo. President and Director 

On behalf of the Board of Candente Copper Corp.

Sean Waller, P.Eng. President and Director

CZA: NR-009

DNT: NR-051



FOR FURTHER INFORMATION PLEASE CONTACT: 
Candente Copper Corp.
Walter Spagnuolo
Manager, Investor Relations
mobile: +1 (604) 306-8477
local: + 1 (604) 689-1957 ext 3


Candente Copper Corp.
Nataly Reategui
Investor Relations, Peru
(511) 715-2001 ext 107
nreategui@candente.com


Candente Copper Corp.
info@candentecopper.com
www.candente.com


Cobriza Metals Corp.
info@cobrizametals.com
www.cobrizametals.com

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