Doré Copper Mining Corp. (the "
Corporation" or
"
Doré Copper") (TSX-V:DCMC; OTCQB:DRCMF; FRA:DRM)
is pleased to announce that it has closed its previously announced
non-brokered private placement (the "
Offering"),
pursuant to which the Corporation sold an aggregate of: (i)
5,760,000 common shares in the capital of the Corporation (the
"
Offered Common Shares") at a price of $0.20 per
Offered Common Share for gross proceeds of $1,152,000; (ii)
1,900,002 common shares in the capital of the Corporation that will
qualify as "flow-through shares" within the meaning of subsection
66(15) of the Income Tax Act (Canada) and section 359.1 of the
Taxation Act (Québec) (the "
Traditional Flow-Through
Shares") at a price of $0.24 per Traditional Flow-Through
Share for gross proceeds of $456,000.48; and (iii) 2,875,000 common
shares in the capital of the Corporation that will qualify as
"flow-through shares" within the meaning of subsection 66(15) of
the Income Tax Act (Canada) and section 359.1 of the Taxation Act
(Québec) (the "
Charitable Flow-Through Shares" and
together with the Traditional Flow-Through Shares, the
"
Flow-Through Shares") at a price of $0.415 per
Charitable Flow-Through Share for gross proceeds of $1,193,125, for
aggregate gross proceeds to the Corporation of $2,801,125.48.
Canaccord Genuity Corp. and Paradigm Capital
Inc. acted as finders (each, a "Finder") in
connection with the Offering. In consideration for acting as a
Finder in connection with the Offering, the Corporation paid an
aggregate of $21,000 in cash finder's fees to the Finders,
representing 6% of the gross proceeds of the Offered Common Shares
and Traditional Flow-Through Shares that were sold to subscribers
introduced by such parties, and issued an aggregate of 91,500
non-transferable warrants (the "Finder's
Warrants") to purchase common shares in the capital of the
Corporation (the "Finder's Warrant Shares") to the
Finders, representing 6% of the Offered Common Shares and
Traditional Flow-Through Shares that were sold to subscribers
introduced by such parties, with each Finder's Warrant being
exercisable for one Finder's Warrant Share at a price of $0.20 per
Finder's Warrant Share until June 5, 2025. In addition, the
Corporation also paid fees in the amount of approximately $20,000
(plus applicable taxes) in respect of one subscription under the
Offering.
The net proceeds from the sale of the Offered
Common Shares will be used for exploration and development
activities and for working capital and general corporate purposes.
The Corporation will use an amount equal to the gross proceeds
received by the Corporation from the sale of the Flow-Through
Shares, pursuant to the provisions in the Income Tax Act (Canada),
to incur, directly or indirectly, expenses ("Qualifying
Expenditures") related to the Corporation's projects in
Québec, on or before December 31, 2024, that are eligible "Canadian
exploration expenses" (as defined in the Income Tax Act (Canada)),
which, in the case of the Traditional Flow-Through Shares, will
qualify as "flow-through mining expenditures" (as defined in the
Income Tax Act (Canada)), and, in the case of the Charitable
Flow-Through Shares, will qualify as "flow-through critical mineral
mining expenditures" (as defined in the Income Tax Act (Canada)),
and renounce all the Qualifying Expenditures in favour of the
applicable subscribers of the Flow-Through Shares effective
December 31, 2023. In addition, with respect to Québec resident
subscribers who are eligible individuals under the Taxation Act
(Québec), the Canadian exploration expenses will also qualify for
inclusion in the "exploration base relating to certain Québec
exploration expenses" within the meaning of section 726.4.10 of the
Taxation Act (Québec) and for inclusion in the "exploration base
relating to certain Québec surface mining expenses or oil and gas
exploration expenses" within the meaning of section 726.4.17.2 of
the Taxation Act (Québec).
Mario Stifano, the Executive Chairman of the
Corporation, Ernest Mast, the President and Chief Executive Officer
and a director of the Corporation, 1974899 Ontario Ltd.
("1974899"), a corporation wholly-owned by Gavin
Nelson, the Chief Financial Officer of the Corporation, and funds
managed by Equinox Partners Investment Management, LLC
("Equinox Partners"), an insider of the
Corporation, subscribed for 125,000 Offered Common Shares, 208,334
Traditional Flow-Through Shares, 100,000 Offered Common Shares and
500,000 Offered Common Shares, respectively, under the Offering on
the same terms as arm's length investors. Additionally, the
Corporation understands that funds managed by Equinox Partners were
party to an arrangement with the initial subscribers of the
Charitable Flow-Through Shares or donees thereof, pursuant to which
funds managed by Equinox Partners purchased 2,875,000 common shares
in the capital of the Corporation. The participation of Messrs.
Stifano and Mast, 1974899 and Equinox Partners in the Offering
constitutes a "related party transaction" for the purposes of
Multilateral Instrument 61-101 – Protection of Minority Security
Holders in Special Transactions ("MI 61-101"). The
Corporation is exempt from the requirements to obtain a formal
valuation or minority shareholder approval in connection with the
Offering in reliance on sections 5.5(a) and 5.7(1)(a),
respectively, of MI 61-101, as neither the fair market value of the
securities issued to the related parties nor the fair market value
of the consideration for the securities issued to the related
parties exceeds 25% of the Corporation's market capitalization as
calculated in accordance with MI 61-101. The Corporation did not
file a material change report more than 21 days before the expected
closing date of the Offering as the aforementioned insider
participation had not been confirmed at that time and the
Corporation wished to close the Offering as expeditiously as
possible.
The Offering was made by way of private
placement in each of the provinces of Canada pursuant to applicable
exemptions from the prospectus requirements and, in the case of the
Offered Common Shares, in certain other jurisdictions, in each case
in accordance with all applicable laws. The Offering of the Offered
Common Shares was conducted on a private placement basis to persons
in the United States who are "accredited investors", as such term
is defined in Rule 501(a) of Regulation D ("Regulation
D") under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act"), and in
compliance with Rule 506(b) of Regulation D and applicable United
States securities laws. The securities issued under the Offering
are subject to a four month hold period under applicable Canadian
securities laws which will expire on October 7, 2023. The Offering
is subject to final acceptance of the TSX Venture Exchange.
The securities offered have not been, nor will
they be, registered under the U.S. Securities Act or any state
securities law, and may not be offered, sold or delivered, directly
or indirectly, within the United States, or to or for the account
or benefit of U.S. persons, absent registration or an exemption
from such registration requirements. This news release does not
constitute an offer to sell or the solicitation of an offer to buy
nor shall there be any sale of securities in any state in the
United States in which such offer, solicitation or sale would be
unlawful.
About Doré Copper Mining
Corp.
Doré Copper Mining Corp. aims to be the next
copper producer in Québec with an initial production target of +50
million pounds of copper equivalent annually by implementing a
hub-and-spoke operation model with multiple high-grade copper-gold
assets feeding its centralized Copper Rand mill1. The Corporation
has delivered its PEA in May 2022 and is proceeding with a
feasibility study.
The Corporation has consolidated a large land
package in the prolific Lac Doré/Chibougamau and Joe Mann mining
camps that has historically produced 1.6 billion pounds of copper
and 4.4 million ounces of gold2. The land package includes 13
former producing mines, deposits and resource target areas within a
60-kilometer radius of the Corporation's Copper Rand Mill.
For further information, please visit the
Corporation's website at www.dorecopper.com or refer to Doré
Copper's SEDAR filings at www.sedar.com or contact:
Ernest Mast |
Laurie Gaborit |
President and Chief Executive Officer |
Vice
President, Investor Relations |
Phone:
(416) 792-2229 |
Phone:
(416) 219-2049 |
Email:
ernest.mast@dorecopper.com |
Email:
laurie.gaborit@dorecopper.com |
- Technical report titled
"Preliminary Economic Assessment for the Chibougamau Hub-and-Spoke
Complex, Québec, Canada" dated June 15, 2022, in accordance with
National Instrument 43-101 Standards of Disclosure for Mineral
Projects ("NI 43-101"). The Technical Report
was prepared by BBA Inc. with several consulting firms contributing
to sections of the study, including SLR Consulting (Canada) Ltd.,
SRK Consulting (Canada) Inc. and WSP Inc.
- Sources for historic production
figures: Economic Geology, v. 107, pp. 963–989 - Structural and
Stratigraphic Controls on Magmatic, Volcanogenic, and Shear
Zone-Hosted Mineralization in the Chapais-Chibougamau Mining Camp,
Northeastern Abitibi, Canada by François Leclerc et al. (Lac
Dore/Chibougamau mining camp) and NI 43-101 Technical Report on the
Joe Mann Property dated January 11, 2016 by Geologica
Groupe-Conseil Inc. for Jessie Ressources Inc. (Joe Mann
mine).
Cautionary Note Regarding Forward-Looking
Statements
This news release includes certain
"forward-looking statements" under applicable Canadian and United
States securities legislation. Forward-looking statements include,
but are not limited to, statements with respect to the use of
proceeds of the Offering, the timing and ability of the Corporation
to receive necessary regulatory approvals, including the final
acceptance of the Offering from the TSX Venture Exchange, the
renunciation to the purchasers of the Flow-Through Shares and
timing thereof, the tax treatment of the Flow-Through Shares, the
Corporation's ability to meet its production target, the
commencement, timing and completion of a feasibility study, and the
plans, operations and prospects of the Corporation. Forward-looking
statements are necessarily based upon a number of estimates and
assumptions that, while considered reasonable, are subject to known
and unknown risks, uncertainties and other factors which may cause
the actual results and future events to differ materially from
those expressed or implied by such forward-looking statements. Such
factors include, but are not limited to: general business,
economic, competitive, political and social uncertainties; delay or
failure to receive regulatory approvals; the price of gold and
copper; and the results of current exploration. There can be no
assurance that such statements will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such statements. Accordingly, readers should not
place undue reliance on forward-looking statements. The Corporation
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 required by law.
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 news release.
Dore Copper Mining (TSXV:DCMC)
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