Not for distribution to United States news wire services or for dissemination in the United States
Toronto, Ontario – June 6, 2023 – 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 718.104.22.168 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:
For more information, please visit: www.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.
- 2024-02-26 Dore Copper announces Management changes
- 2024-01-22 Doré Copper increases size of its Joe Mann Property by acquiring a 65% interest in 3,030 hectares
- 2024-01-02 Doré Copper announces closing of rights offering
- 2023-11-21 Doré Copper announces rights offering
- 2023-10-30 Dore Copper reports excellent concentrate grades and recoveries with low impurity element concentrations from flotation tests at its Corner Bay project
- 2023-10-17 Doré Copper reports exploration drill results – intersects shallow mineralization grading 4.4 g/t Au over 9.8 metres at Gwillim
- 2023-08-01 Doré Copper provides update on its project activities
- 2023-06-06 Doré Copper announces closing of $2.8 million non-brokered private placement of common shares and flow-through shares
- 2023-05-29 Doré Copper reports High-Grade Gold mineralization at Gwillim including 9.67 g/t au over 5.3 metres
- 2023-05-15 Dore Copper announces grant of stock options and deferred share units
- 2023-05-08 Doré Copper announces up to $3 million non-brokered private placement of common shares and flow-through shares
- 2023-05-03 Doré Copper to Drill High Priority Copper-Gold Targets This Summer in Chibougamau, Quebec
- 2023-04-18 Dore Copper announces positive results from ore sorting tests at Corner Bay
- 2023-03-03 Dore Copper makes a correction in its March 2, 2023 news release and reports a higher gold assay at its Doré Ramp, Chibougamau, Quebec