VANCOUVER, BC, April 30,
2024 /CNW/ - Western Copper and Gold Corporation
("Western" or the "Company") (TSX: WRN) (NYSE American:
WRN) is pleased to announce that it has completed its
previously announced bought deal public offering (the "Offering")
of 24,210,526 common shares of the Company (the "Common
Shares") at a price of $1.90 per
Common Share for gross proceeds of $45,999,999.40, including the full exercise of
the over-allotment option.
The Offering was completed pursuant to an underwriting agreement
dated April 16, 2024 entered into
between the Company and a syndicate of underwriters led by Eight
Capital, and including Cormark Securities Inc., National Bank
Financial Inc., Raymond James Ltd., BMO Capital Markets, Canaccord
Genuity Corp., CIBC World Markets Inc., H.C. Wainwright & Co.,
LLC, RBC Dominion Securities Inc., Echelon Wealth Partners Inc. and
Haywood Securities Inc. (the "Underwriters"). In connection
with the Offering, the Company paid the Underwriters a cash
commission equal to 5.0% of the gross proceeds, other than on sales
of an aggregate of 358,000 Common Shares to purchasers on a
president's list.
The net proceeds from the sale of the Common Shares are expected
to be used to advance permitting and engineering activity
at the Company's Casino Project in the Yukon and for general corporate and working
capital purposes.
The Offering was completed by way of a short form
prospectus (the "Prospectus") filed in all of the provinces of
Canada, except Québec, and in
the United States pursuant to a
prospectus filed as part of a registration statement on Form F-10
(the "Registration Statement") under the Canada/U.S. multi-jurisdictional disclosure
system. This news release shall not constitute an offer to
sell or the solicitation of an offer to buy nor shall there be any
sale of the Common Shares in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of that jurisdiction. The
Prospectus is available on SEDAR+ at www.sedarplus.ca. The
Registration Statement is available on EDGAR at www.sec.gov.
Certain directors of the Company (the "Insiders") participated
in the Offering and were issued an aggregate of 110,000 Common
Shares. The Insiders' participation in the Offering constitutes a
"related party transaction" as defined in Multilateral Instrument
61-101 – Protection of Minority Security Holders in Special
Transactions ("61-101"). The Company is relying on the
exemptions from the formal valuation and minority shareholder
approval requirements contained in sections 5.5(a) and 5.7(1)(a) of
61-101 in respect of the Offering as neither the fair market value
of the securities issued to the Insiders nor the consideration paid
by the Insiders for such securities exceed 25% of the Company's
market capitalization. The Company will file a material change
report in respect of the Offering. However, the Company did not
file a material change report 21 days prior to closing of the
Offering as the participation of insiders of the Company in the
Offering had not been confirmed at that time.
ABOUT WESTERN COPPER AND GOLD
CORPORATION
Western Copper and Gold Corporation is developing the
Casino Project, Canada's premier copper-gold mine in the
Yukon Territory and one of the
most economic greenfield copper-gold mining projects in the
world.
The Company is committed to working collaboratively with our
First Nations and local communities to progress the
Casino Project using internationally recognized
responsible mining technologies and practices.
For more information,
visit www.westerncopperandgold.com.
On behalf of the board,
"Sandeep Singh"
Sandeep Singh
Chief Executive Officer
Western Copper and Gold Corporation
Cautionary Disclaimer Regarding Forward-Looking Statements
and Information
This news release contains certain forward-looking statements
concerning the use of proceeds from the Offering
and the filing of a material change report in respect of the
Offering. Statements that are not historical fact are
"forward-looking statements" as that term is defined in
the United States Private
Securities Litigation Reform Act of 1995 and "forward-looking
information" as that term is defined in National Instrument 51-102
("NI 51-102") of the Canadian Securities Administrators
(collectively, "forward-looking statements"). Forward-looking
statements are frequently, but not always, identified by words such
as "expects", "anticipates", "believes", "intends", "estimates",
"potential", "possible" and similar expressions, or statements that
events, conditions or results "will", "may", "could" or "should"
occur or be achieved. The material factors or assumptions used to
develop forward-looking statements include,
but are not limited to, the assumptions that
all regulatory approvals of the Offering will be obtained in a
timely manner; all conditions precedent to completion of the
Offering will be satisfied in a timely manner; and
that market or business conditions will not change in a
materially adverse manner.
Forward-looking statements are statements about the future
and are inherently uncertain, and actual results, performance or
achievements of Western and its subsidiaries may differ materially
from any future results, performance or achievements expressed or
implied by the forward-looking statements due to a variety of
risks, uncertainties and other factors. Such risks and other
factors include, among others, risks involved in
fluctuations in gold, copper and other commodity prices and
currency exchange rates; uncertainties related to raising
sufficient capital in a timely manner and on
acceptable terms; and other risks and uncertainties disclosed in
Western's AIF and Form 40-F, and other information released by
Western and filed with the applicable regulatory agencies.
Western's forward-looking statements are based on the
beliefs, expectations and opinions of management on the date the
statements are made, and Western does not assume, and expressly
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 otherwise required by
applicable securities legislation. For the reasons set forth above,
investors should not place undue reliance on forward-looking
statements.
SOURCE Western Copper and Gold Corporation