VANCOUVER, BC, Nov. 18, 2020 /PRNewswire/ - Western Copper
and Gold Corporation ("Western" or the "Company) (TSX: WRN)
(NYSE American: WRN) has today filed a preliminary prospectus
supplement in connection with an over-night marketed public
offering (the "Offering") of common shares of the Company (the
"Common Shares"). The definitive price shall be determined in the
context of the market and the size of the Offering is not to be
less than $20,000,000. It is expected
that Cormark Securities Inc. (the "Lead Underwriter") and a
syndicate of underwriters (collectively the "Underwriters") will
enter into a definitive underwriting agreement with the Company on
the successful marketing of the Offering. The Company has granted
the Underwriters an over-allotment option to purchase up to that
number of additional Common Shares equal to 15% of the Common
Shares sold pursuant to the Offering, exercisable at any time up to
30 days from the closing of the Offering.
The proceeds from the sale of the Common Shares will be used for
to fund its exploration, engineering and permitting activities and
for general working capital purposes.
The Offering will be made by way of a prospectus supplement (the
"Prospectus Supplement") to the Company's existing Canadian base
shelf prospectus (the "Base Shelf Prospectus") and related U.S.
registration statement on Form F-10 (SEC File No. 333-241689) (the
"Registration Statement"). The U.S. form of Base Shelf Prospectus
is included in the Registration Statement. The Prospectus
Supplement has been filed with the securities commissions in each
of the provinces and territories of Canada, except Québec, and the United States
Securities and Exchange Commission (the "SEC"). The Canadian
Prospectus Supplement (together with the related Canadian Base
Shelf Prospectus) is available on SEDAR at www.sedar.com. The
United States Prospectus Supplement (together with U.S. Base Shelf
Prospectus and the Registration Statement) will be available on the
SEC's website at www.sec.gov. Alternatively, the Canadian
Prospectus Supplement (together with the related Canadian Base
Shelf Prospectus) and the United States Prospectus Supplement
(together with the related United States Base Shelf Prospectus and
the Registration Statement) may be obtained, when available, upon
request by contacting the Company or Cormark Securities Inc. Royal
Bank Plaza, North Tower, Suite 1800, Bay Street, Toronto, Ontario M5J 2J2.
Closing is expected on or about November
24, 2020 and is subject to regulatory approval including
that of the Toronto Stock Exchange and NYSE American.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities, nor will there be any
sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such jurisdiction.
The securities being offered have not been approved or disapproved
by any regulatory authority, nor has any such authority passed upon
by the accuracy or adequacy of the Prospectus Supplements, the Base
Shelf Prospectuses or the Registration Statement.
ABOUT WESTERN COPPER AND GOLD CORPORATION
Western Copper and Gold Corporation is developing the Casino
Project, Canada's premier
copper-gold mine in the Yukon
Territory and one of the most economic greenfield
copper-gold mining projects in the world. For more information,
visit www.westerncopperandgold.com.
On behalf of the board,
"Paul West-Sells"
Dr. Paul West-Sells
President & CEO
Western Copper and Gold Corporation
Cautionary Disclaimer Regarding Forward-Looking Statements
and Information
This news release contains certain forward-looking statements
concerning the Offering and the use of proceeds therefrom,
anticipated developments in Western's operations in future periods
and other matters that may occur in the future. Statements that are
not historical fact are "forward-looking statements" as that term
is defined in the United States
Private Securities Litigation Reform Act of 1995 and "forward
looking information" as that term is defined in National Instrument
51-102 ("NI 51-102") of the Canadian Securities Administrators
(collectively, "forward-looking statements"). Forward-looking
statements are frequently, but not always, identified by words such
as "expects", "anticipates", "believes", "intends", "estimates",
"potential", "possible" and similar expressions, or statements that
events, conditions or results "will", "may", "could" or "should"
occur or be achieved. These forward-looking statements may include,
but are not limited to, statements regarding the Offering; the
anticipated closing of the Offering; potential exercise by the
Underwriters of their over-allotment option; the anticipated use of
proceeds and other future plans; or other statements that are not
statement of fact. In making the forward-looking statements herein,
the Company has applied certain material assumptions including, but
not limited to, the assumptions that all regulatory approvals of
the Offering will be obtained in a timely manner; all conditions
precedent to completion of the Offering will be satisfied in a
timely manner; the Company will be able to raise additional capital
as necessary; the circumstances surrounding the COVID-19 pandemic,
although evolving, will stabilize or at least not worsen; that the
extent to which COVID-19 may impact the Company, including without
limitation disruptions to the mobility of Company personnel,
increased labour and transportation costs, and other related
impacts, will not change in a materially adverse manner; that all
regulatory approvals required to complete the Company's planned
exploration and development activities will be received in a timely
manner and on acceptable terms; that the Company is able to procure
personnel, equipment and supplies required for its exploration and
development activities in sufficient quantities and on a timely
basis; and that general business conditions will not change in a
materially adverse manner.
Forward-looking statements are statements about the future
and are inherently uncertain, and actual results, performance or
achievements of Western and its subsidiaries may differ materially
from any future results, performance or achievements expressed or
implied by the forward-looking statements due to a variety of
risks, uncertainties and other factors. Such risks and other
factors include, among others, risks involved in fluctuations in
gold, copper and other commodity prices and currency exchange
rates; COVID-19 risks to employee health and safety and a slowdown
or temporary suspension of operations in geographic locations
impacted by an outbreak; uncertainties related to raising
sufficient financing in a timely manner and on acceptable terms;
and other risks and uncertainties disclosed in Western's AIF and
Form 40-F, and other information released by Western and filed with
the applicable regulatory agencies.
Western's forward-looking statements are based on the
beliefs, expectations and opinions of management on the date the
statements are made, and Western does not assume, 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 as otherwise required by
applicable securities legislation. For the reasons set forth above,
investors should not place undue reliance on forward-looking
statements.
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SOURCE Western Copper and Gold Corporation