Not for distribution to United States newswire services or for dissemination in the United States
Toronto, OntarioSeptember 29, 2022 Doré Copper Mining Corp. (the “Corporation” or “Doré Copper“) (TSX-V: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 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 OfferingPrice“) 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 IncomeTaxAct(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 TaxationAct(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 TaxationAct(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 722.214.171.124 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-
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For more information, please visit: www.dorecopper.com
Cautionary Note Regarding Forward-Looking Statements
This news release includes certain “forward-looking statements” under applicable Canadian securities legislation.Forward-lookingstatementsinclude,butarenotlimitedto,statementswithrespecttotheterms 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 acceptanceoftheOfferingfromtheTSXVentureExchange,therenunciationtothepurchasersoftheFlow- 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 differmateriallyfromthoseexpressedorimpliedbysuchforward-lookingstatements.Suchfactorsinclude, but are not limited to: general business, economic, competitive, political and social uncertainties; delay or failuretoreceiveregulatory approvals;thepriceofgoldandcopper;andtheresults ofcurrentexploration. 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 thatterm is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
- 2022-11-22 Doré Copper reports remaining results from its 2022 infill drilling program at flagship Corner Bay project
- 2022-11-18 Dore Copper announces update on the Joe Mann option agreement
- 2022-11-17 Dore copper submits Preliminary Information Statement for environmental and social impact assessment
- 2022-10-21 Doré Copper announces closing of C$5.75 million private placement of common shares and flow-through shares including full exercise of agents’ option
- 2022-09-29 Doré Copper announces up to C$5 million private placement of common shares and flow-through shares
- 2022-09-12 Dore Copper announces its drilling plans for Joe Mann and Doré Ramp exploration target
- 2022-08-19 Doré Copper appoints Chief Operating Officer
- 2022-08-11 Doré Copper continues to intersect High-Grade Copper mineralization from 2022 infill drilling program at flagship Corner Bay project
- 2022-07-11 Doré Copper reports high-grade copper results from 2022 infill drilling program at its flagship Corner Bay copper-gold project
- 2022-06-15 Doré Copper files technical report for its Preliminary Economic Assessment of Hub-and-Spoke operation in Chibougamau, Quebec
- 2022-05-12 Doré Copper announces grant of stock options and deferred share units
- 2022-05-10 Doré Copper announces positive Preliminary Economic Assessment for restarting Chibougamau mining camp
- 2022-04-21 Doré Copper reports high-grade gold mineralization at Gwillim
- 2022-03-10 Doré Copper reports more high-grade copper results from 2021 drilling program at its flagship Corner Bay copper-gold project