/NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE
SERVICES/
VANCOUVER, BC, Aug. 5, 2022
/CNW/ - Libero Copper & Gold
Corporation (TSXV: LBC) (OTCQB: LBCMF) (DE: 29H)
("Libero Copper") is pleased
to announce that it has closed the final tranche of its previously
announced (see July 14, 2022 and
July 21, 2022 press releases)
non-brokered private placement (the "Offering") consisting
of 2,591,000 flow-through common shares and 2,900,000 common shares
at a price of $0.33 per share for
aggregate gross proceeds, including the prior tranche announced on
July 29, 2022, of approximately
$4.5 million. The net proceeds will
be used for exploration at the Big Red porphyry copper project and
general corporate purposes. All securities issued pursuant to the
Offering are subject to a statutory hold period expiring four
months and a day following closing.
The Offering remains subject to approval of the TSX Venture
Exchange. Existing insider, Anglo Asian Mining Plc, participated
for 2,900,000 common shares of the Offering to maintain its 19.9%
interest on a non-fully diluted basis in Libero Copper.
Certain 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% in cash will be paid on a portion of the
Offering in accordance with the policies of the TSX Venture
Exchange. Eventus Capital Corp. and Red Cloud Securities Inc. acted
as a finder in connection with portions of the Offering.
The issuance of common shares to Anglo Asian Mining Plc is
considered a "related party transaction" within the meaning of
Multilateral Instrument 61-101 – Protection of Minority Security
Holders in Special Transactions ("MI 61-101").
Libero Copper 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 Libero Copper'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 final approval of the TSX Venture
Exchange of the Offering; the actual use of gross proceeds from the
Offering; the qualification of expenditures as 'flow through mining
expenditures' and the qualification of shares as 'flow through
shares'; and the renunciation to initial purchasers. 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.