Doré Copper Mining Corp. (the "
Corporation" or
"
Doré Copper") (TSXV:DCMC; OTCQX:DRCMF; FRA:DCM)
is pleased to announce that it is commencing a rights offering (the
"
Rights Offering") to the holders of common shares
in the capital of the Corporation ("
Common
Shares") to raise aggregate gross proceeds of
approximately $3,960,000. The net proceeds of the Rights Offering
will be used for exploration and development activities and for
working capital and general corporate purposes.
Under the terms of the Rights Offering, holders
of Common Shares at the close of business (Toronto time) on
November 28, 2023 (the "Record Date") will receive
0.337167854796804 of one transferable right (each whole right, a
"Right") for each Common Share held as of the
Record Date. All fractional Rights will be rounded down to the
nearest whole number of Rights with no additional compensation paid
therefor. Each Right will entitle the holder thereof to subscribe
for one Common Share (the "Basic Subscription
Privilege") at a subscription price of $0.12 per Common
Share (the "Subscription Price"). The Subscription
Price represents a 25% discount to the last closing price of the
Common Shares on the TSX Venture Exchange prior to the announcement
of the Rights Offering. Pursuant to applicable securities laws, and
to the extent that other holders of Rights do not exercise all of
their Rights under the Basic Subscription Privilege, each holder of
Rights who fully exercises its Basic Subscription Privilege will
also be entitled to subscribe for additional Common Shares on a pro
rata basis at the Subscription Price in the manner prescribed by
securities laws and as further detailed in the Rights Offering
Circular (as defined below). The Rights Offering is expected to
expire at 5:00 p.m. (Toronto time) (the "Expiry
Time") on December 22, 2023 (the "Expiry
Date"). Any Rights not exercised at or before the
Expiry Time on the Expiry Date will be void and will have no
value.
The Rights will be listed on the TSX Venture
Exchange under the trading symbol "DCMC.RT" commencing on November
27, 2023 and will be posted for trading until 12:00 p.m. (Toronto
time) on the Expiry Date.
The completion of the Rights Offering is
conditional upon the satisfaction of certain conditions, including,
but not limited to, the receipt of all necessary regulatory
approvals, including the final acceptance of the TSX Venture
Exchange.
In connection with the Rights Offering, the
Corporation has entered into a standby commitment agreement (each,
a "Standby Commitment Agreement") with Ocean
Partners UK Limited ("Ocean Partners") and Equinox
Partners Investment Management, LLC (together with Ocean Partners,
the "Standby Purchasers"), pursuant to which the
Standby Purchasers have each agreed, subject to certain terms and
conditions, to exercise its Basic Subscription Privilege in respect
of any Rights it holds, and, in addition thereto, to acquire any
additional Common Shares available as a result of any unexercised
Rights under the Rights Offering (each, a "Standby
Commitment"), with each Standby Purchaser purchasing 50%
of such Common Shares, such that the Corporation will, subject to
the terms of the Standby Commitment Agreements, be guaranteed to
issue 33,000,000 Common Shares in connection with the Rights
Offering for aggregate gross proceeds to the Corporation of
approximately $3,960,000.
Each of the Standby Purchasers is a "related
party" of the Corporation under Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions
("MI 61-101") because each has beneficial
ownership of, or control or direction over, directly or indirectly,
more than 10% of the issued and outstanding Common Shares. The
Rights Offering is not subject to the related party transaction
rules under MI 61-101 based on a prescribed exception related to
rights offerings.
Further details on the Rights Offering,
including eligibility requirements for shareholders to participate
and the procedures to be followed by shareholders in order to
subscribe for Common Shares, will be included in a rights offering
circular (the "Rights Offering Circular"), a
rights offering notice (the "Rights Offering
Notice"), a notice to ineligible holders (the
"Notice to Ineligible Holders") and the Standby
Commitment Agreements which will be available under the
Corporation's issuer profile on SEDAR+ at www.sedarplus.ca. It is
expected that a copy of the Rights Offering Notice, a direct
registration system advice representing the Rights ("Rights
DRS Advice") and a subscription form
("Subscription Form") will be mailed to each
registered shareholder of the Corporation resident in the Eligible
Jurisdictions (as defined below) as at the Record Date. Registered
shareholders who wish to exercise their Rights must forward the
Rights DRS Advice, together with the completed Subscription Form
and the applicable funds, to the rights agent, Computershare
Investor Services Inc., at or before the Expiry Time. Shareholders
who own their Common Shares through an intermediary, such as a
bank, trust company, securities dealer or broker, will receive
materials and instructions from their intermediary.
The Rights Offering will be conducted only in
the provinces and territories of Canada (the "Eligible
Jurisdictions"). Accordingly, and subject to the detailed
provisions of the Rights Offering Circular, Rights will not be
delivered to, nor will they be exercisable by, persons resident
outside of the Eligible Jurisdictions unless such holders can
establish that the transaction is exempt under applicable
legislation. Rather, such Rights may be sold on their behalf. If
you are a holder of Common Shares and reside outside of Canada,
please review the Rights Offering Notice, the Rights Offering
Circular and the Notice to Ineligible Holders to determine your
eligibility and the process and timing requirements to receive and
exercise your Rights. The Corporation requests that any ineligible
holder interested in exercising their Rights contact the
Corporation at their earliest convenience.
Neither the Rights being offered or the Common
Shares have been or will be registered under the United States
Securities Act of 1933, as amended, and may not be exercised,
offered or sold, as applicable, in the United States absent
registration or an applicable exemption from the registration
requirements. This news release shall not constitute an offer to
sell or the solicitation of an offer to buy the securities of the
Corporation. There shall be no offer or sale of these securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification of such
securities under the laws of any such jurisdiction.
In order to ensure that the Corporation can meet
its short‐term obligations prior to the closing of the Rights
Offering, the Corporation has entered into a bridge loan agreement
with Ocean Partners, pursuant to which Ocean Partners has agreed to
provide an unsecured short-term loan to the Corporation in the
amount of C$250,000 and bearing interest at a rate of 15% per annum
(the "Bridge Loan"). The Bridge Loan constitutes a
"related party transaction" for the purposes of MI 61-101 as Ocean
Partners is a "related party" of the Corporation. The Corporation
is exempt from the requirements to obtain a formal valuation or
minority shareholder approval in connection with the Bridge Loan in
reliance on sections 5.5(a) and 5.7(1)(a), respectively, of MI
61-101, as the fair market value of the Bridge Loan does not exceed
25% of the Corporation's market capitalization as calculated in
accordance with MI 61-101.
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 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 |
|
|
Visit: www.dorecopper.com |
Twitter: @DoreCopper |
Facebook: Doré Copper
Mining |
Instagram: @DoreCopperMining |
LinkedIn: Doré Copper Mining
Corp. |
|
|
|
- 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 securities
legislation. Forward-looking statements include predictions,
projections and forecasts and are often, but not always, identified
by the use of words such as "seek", "anticipate", "believe",
"plan", "estimate", "forecast", "expect", "potential", "project",
"target", "schedule", "budget" and "intend" and statements that an
event or result "may", "will", "should", "could" or "might" occur
or be achieved and other similar expressions and includes the
negatives thereof. All statements other than statements of
historical fact included in this news release, including, without
limitation, statements with respect to the terms of the Rights
Offering, the completion of the Rights Offering, the Standby
Commitments, the anticipated benefits of the Rights Offering, the
net proceeds to be available upon completion of the Rights
Offering, the intended use of proceeds from the Rights Offering,
the timing and ability of the Corporation to close the Rights
Offering, the timing and ability of the Corporation to receive
necessary regulatory approvals, including the final acceptance of
the Rights Offering from the TSX Venture Exchange, 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 and its
properties are forward-looking statements. 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
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, the inability of the
Corporation to complete the Rights Offering, the termination of the
Standby Commitment Agreements, the inability of the Corporation to
achieve the anticipated benefits of the Rights Offering, the
inability of the Corporation to obtain the necessary regulatory
approvals for the completion of the Rights Offering on terms
acceptable to the Corporation or at all, the estimated costs of the
Rights Offering and the net proceeds to be available upon
completion of the Rights Offering, the operating expenses of the
Corporation for the 12 month period following the Expiry Date,
actual exploration results, changes in project parameters as plans
continue to be refined, future metal prices, availability of
capital and financing on acceptable terms, general economic, market
or business conditions, uninsured risks, regulatory changes, delays
or inability to receive required regulatory approvals, health
emergencies, pandemics and other exploration or other risks
detailed herein and from time to time in the filings made by the
Corporation with securities regulators. Although the Corporation
has attempted to identify important factors that could cause actual
actions, events or results to differ from those described in
forward-looking statements, there may be other factors that cause
such actions, events or results to differ materially from those
anticipated. 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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