DCMC Dore Copper Mining Corp

/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

TORONTO, Sept. 29, 2022 /CNW/ - Doré Copper Mining Corp. (the "Corporation" or "Doré Copper") (TSXV: DCMC) (OTCQB: DRCMF) (FRA: DRM) is pleased to announce that it has entered into an agreement pursuant to which Cormark Securities Inc. ("Cormark"), as lead agent, on behalf of a syndicate of agents (collectively, the "Agents"), has agreed to act as agent on a "best efforts" basis in connection with a private placement of: (i) up to 6,666,800 common shares in the capital of the Corporation (the "Offered Common Shares") at a price of $0.30 per Offered Common Share (the "Common Share Offering Price") for gross proceeds of up to approximately $2,000,040 and (ii) up to 8,333,500 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 "Flow-Through Shares") at a price of $0.36 per Flow-Through Share for gross proceeds of up to approximately $3,000,060, for aggregate gross proceeds to the Corporation of up to approximately $5,000,100 (collectively, the "Offering").

The Agents will have the option, exercisable in whole or in part at any time up to 48 hours prior to the closing of the Offering, to arrange for the purchase of up to an additional 1,000,020 Offered Common Shares at the Common Share Offering Price and 1,250,025 Flow-Through Shares at a price of $0.36 per Flow-Through Share.

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 (a) 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, 2023, that are eligible "Canadian exploration expenses" (as defined in the Income Tax Act (Canada)), of which (i) at least 50% will qualify, if available under applicable law, as "flow-through critical mineral mining expenditures" (as proposed to be defined in the legislative proposals relating to the Income Tax Act (Canada) published by the Department of Finance on August 9, 2022 (the "Tax Proposals")), and (ii) the remainder will qualify as "flow-through mining expenditures" (as defined in the Income Tax Act (Canada), as proposed to be amended by the Tax Proposals), and (b) renounce all the Qualifying Expenditures in favour of the subscribers of the Flow-Through Shares effective December 31, 2022. 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).

The Offering is expected to close on or about October 21, 2022, or such other date as the Corporation and Cormark, on behalf of the Agents, may agree and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the acceptance of the TSX Venture Exchange.

The Offering will be made 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, such other jurisdictions, in each case in accordance with all applicable laws, provided that no prospectus, registration statement or other similar document is required to be filed in such jurisdiction. The securities issued under the Offering will be subject to a four month hold period under applicable Canadian securities laws.

The securities offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, 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 mill. The Corporation has delivered its PEA in May 2022 and plans to commence a feasibility study and submit the Preliminary Information Statement of the Environmental and Social Impact Assessment (ESIA) in Q3 2022. 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 gold. 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:

Cautionary Note Regarding Forward-Looking Statements

This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to the terms of the Offering, the use of proceeds of the Offering, the timing and ability of the Corporation to close the Offering, the timing and ability of the Corporation to receive necessary regulatory approvals, including the 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, 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.

SOURCE Dore Copper Mining Corp.