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
"best efforts" private placement (the "
Offering"),
pursuant to which the Corporation sold an aggregate of (i)
7,666,820 common shares in the capital of the Corporation (the
"
Offered Common Shares") at a price of $0.30 per
Offered Common Share for gross proceeds of $2,300,046 and (ii)
9,583,525 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
$3,450,069, for aggregate gross proceeds to the Corporation of
$5,750,115, including the full exercise of the agents' option.
Cormark Securities Inc., Desjardins Securities
Inc. and Paradigm Capital Inc. acted as agents (collectively, the
"Agents") in connection with the Offering pursuant
to the terms of an agency agreement dated October 21, 2022. In
consideration for their services in connection with the Offering,
the Corporation paid the Agents a cash commission equal to
$329,555, being 6% of the aggregate gross proceeds from the sale of
Offered Common Shares and Flow-Through Shares, and a reduced cash
commission equal to 3% of the aggregate gross proceeds from the
sale of Offered Common Shares to certain subscribers on the
President's List. In addition, the Corporation also paid fees in
the aggregate amount of approximately $35,753 (plus applicable
taxes) in respect of two subscriptions 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 (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).
Joseph de la Plante, a director of the
Corporation, and funds managed by Equinox Partners Investment
Management, LLC ("Equinox Partners"), an insider
of the Corporation, subscribed for 135,000 Flow-Through Shares and
3,450,000 Offered Common Shares, respectively, under the Offering
on the same terms as arm's length investors. The participation of
Mr. de la Plante 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 "qualified institutional buyers", as
such term is defined in Rule 144A under the United States
Securities Act of 1933, as amended (the "U.S. Securities
Act"), who are also "accredited investors", as such term
is defined in Rule 501(a) of Regulation D under the U.S. Securities
Act ("Regulation D"), and, in each case, 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 February 22, 2023. The
Offering is subject to final acceptance of the TSX Venture
Exchange.
The securities offered have not been and will
not 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 prior to registration or qualification under the
securities laws of that jurisdiction. The securities referenced
herein have not been approved or disapproved by any regulatory
authority.
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.
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