NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE
SERVICES
VANCOUVER, BC, July 21,
2022 /CNW/ - Libero
Copper & Gold Corporation (TSXV: LBC)
(OTCQB: LBCMF) (DE: 29H) announces an increase to the
previously announced non-brokered private placement now consisting
of up to 10,500,000 flow-through common shares and up to 2,800,000
common shares all at a price of $0.33
per share (the "Offering") for gross aggregate proceeds of
up to $4.4 million. The net proceeds
will be used for exploration at the Big Red porphyry copper
project. Existing insider, Anglo Asian Mining Plc, will
invest in common shares in the Offering to maintain their 19.9%
interest in the Corporation.
Some common shares issued under the Offering qualify as 'flow
through shares' ("Flow Through Shares"). The gross
proceeds from the Flow Through Shares issued under the Offering
will be used to incur 'Canadian exploration expenses' that will
qualify as 'flow through mining expenditures' as those terms are
defined in the Income Tax Act (Canada) which will be renounced to the initial
purchasers of the Flow Through Shares.
A Finder's Fee of 6% will be payable in cash on a portion of the
Offering. Eventus Capital Corp. and Red Cloud Securities Inc. are
each acting as a finder in connection with the Offering. Closing of
the Offering is subject to approval of the TSX Venture
Exchange. Securities issued in the Offering are subject to a
statutory hold period of four months. Closing of the Offering
is intended to occur on or around July 28,
2022.
The issuance of common shares to Anglo Asian Mining Plc will be
considered a "related party transaction" within the meaning of
Multilateral Instrument 61-101 – Protection of Minority Security
Holders in Special Transactions ("MI 61-101"). The
Corporation is relying on exemptions from the formal valuation
requirements of MI 61-101 pursuant to section 5.5(a) and the
minority shareholder approval requirements of MI 61-101 pursuant to
section 5.7(1)(a) in respect of such insider participation as the
fair market value of the transaction, insofar as it involves
interested parties, does not exceed 25% of the Corporation's market
capitalization.
About Libero Copper &
Gold
Libero Copper is unlocking the
value of a collection of porphyry copper deposits throughout the
Americas in prolific and stable jurisdictions. The portfolio
includes the Mocoa deposit in Putumayo, Colombia; Esperanza in San Juan, Argentina; and Big Red and Big Bulk in the
Golden Triangle, BC, Canada. These
assets are being advanced by a highly disciplined and seasoned
professional team with successful track records of discovery,
resource development, and permitting in the Americas.
Neither the 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 release.
This press release shall not constitute an offer to sell or
the solicitation of an offer to buy nor shall there be any sale of
the securities in any state in which such offer, solicitation or
sale would be unlawful. The securities being offered have not been,
nor will they be, registered under the 1933 Act and may not be
offered or sold in the United
States absent registration or an applicable exemption from
the registration requirements of the 1933 Act, as amended, and
application state securities laws.
This news release includes forward-looking statements that
are subject to risks and uncertainties. All statements
within, other than statements of historical fact, are to be
considered forward looking. Some of the specific forward-looking
information in this news release includes, but is not limited to,
statements with respect to: the completion of the Offering;
the number of securities to be issued under the Offering and the
gross proceeds received; the participation of Anglo Asian Mining
Plc; the timing of the closing of the Offering; the payment of any
finders fees and the form thereof; and the use of net proceeds from
the Offering. Although Libero Copper
believes the expectations expressed in such forward-looking
statements are based on reasonable assumptions, such statements are
not guarantees of future performance and actual results or
developments may differ materially from those in forward-looking
statements. Factors that could cause actual results to differ
materially from those in forward-looking statements include market
prices, exploitation and exploration successes, continued
availability of capital and financing, and general economic, market
or business conditions and regulatory and administrative approvals,
processes and filing requirements. There can be no assurances that
such statements will prove accurate and, therefore, readers are
advised to rely on their own evaluation of such uncertainties. The
forward-looking information contained herein is expressly qualified
in its entirety by this cautionary statement. Forward-looking
information reflects management's current beliefs and is based on
information currently available to Libero
Copper. The forward-looking information is stated as of the
date of this news release and Libero
Copper assumes no obligation to update or revise such
information to reflect new events or circumstances, except as may
be required by applicable law.
SOURCE Libero Copper & Gold
Corporation.