/Not for distribution to United States newswire services or for
dissemination in the United
States./
VANCOUVER, BC, June 1, 2023
/CNW/ - Vizsla Copper Corp. (TSXV: VCU) (OTCQB: VCUFF) (FSE: 97E0)
("Vizsla Copper" or the "Company") is pleased to
announce the closing of its previously announced marketed best
efforts private placement for aggregate gross proceeds of
approximately $6,002,000 (the
"Offering"), including the full exercise of the
over-allotment option. The Offering was led by PI Financial
Corp. (the "Agent") as sole bookrunner and lead agent.
"This financing demonstrates strong interest in great copper
and gold projects," commented Craig
Parry, Executive Chairman. "Of the critical metals, we
think copper is the most important of all – and with a large copper
and gold resource base already defined, our shareholders are set to
benefit from anticipated increases in metal prices in the years to
come. The financing was strongly supported by Inventa Capital and
existing shareholders. We are now in great shape to commence our
planned 8000m high-impact summer
drill campaign at Woodjam where we will be drilling near historic
wide, high-grade copper and gold intercepts. We will also begin to
test some of the many discrete magnetic anomalies we have
identified in an area where the potential for discovery of porphyry
mineralization has been demonstrated. Investors can expect strong
news flow through the second half of the year as we drill on the
this highly-prospective property."
In connection with the Offering, the Company issued 9,100,000
units (the "Units") at a price of $0.22 per Unit for gross proceeds of $2,002,000, and 16,668,333 flow-through shares
(the "FT Shares" and, together with the Units, the
"Offered Securities") at a price of $0.24 per FT Share for gross proceeds of
approximately $4,000,400.
Each Unit consists of one common share of the Company (each, a
"Share") and one-half of one common share purchase warrant
(each whole such common share purchase warrant, a
"Warrant"). Each whole Warrant shall be exercisable into one
additional Share (a "Warrant Share") for a period of 24
months following the closing of the Offering at an exercise
price of $0.30 per Warrant Share.
The net proceeds raised from the Units will be used to fund the
ongoing advancement of exploration and development at the Company's
exploration projects in British
Columbia, and for working capital and general corporate
purposes.
Each FT Share qualifies as a "flow-through share" within the
meaning of subsection 66(15) of the Income Tax Act
(Canada) (the "Tax Act").
The gross proceeds from the sale of the FT Shares will be used
before 2025 by the Company to incur eligible "Canadian exploration
expenses" that will qualify as "flow-through mining expenditures"
as such terms are defined in the Tax Act (the "Qualifying
Expenditures") related to the Company's mineral exploration
projects in British Columbia,
Canada. All Qualifying Expenditures will be renounced in
favour of the subscribers of the FT Shares effective December 31, 2023.
In connection with the Offering, the Company paid the Agent a
cash commission of $330,144 and
issued 1,421,050 compensation options of the Company (the
"Compensation Options") to the Agent. Each Compensation
Option entitles the Agent to purchase one Share at an exercise
price of $0.22 per Share for a period
of 24 months following the closing of the Offering.
The Offered Securities are subject to a four-month and one day
hold period under applicable Canadian securities laws. Closing of
the Offering is subject to final approval of the TSX Venture
Exchange.
Directors and officers of the Company subscribed for an
aggregate of 2,125,200 FT Shares and 45,500 Units for gross
proceeds of $520,058 under the
Offering. Participation by insiders of the Company in the Offering
constitutes a related-party transaction as defined under
Multilateral Instrument 61-101 – Protection of Minority Security
Holders in Special Transactions ("MI 61-101"). The
issuance of securities is exempt from the formal valuation
requirements of Section 5.4 of MI 61-101 pursuant to Subsection
5.5(b) of MI 61-101 as the common shares of the Company are listed
on the TSX-V. The issuance of securities is also exempt from the
minority approval requirements of Section 5.6 of MI 61-101 pursuant
to Subsection 5.7(1)(b) of MI 61-101 as the fair market value was
less than $2,500,000.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any of the securities in
the United States. The securities
have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities
Act") or any state securities laws and may not be offered or
sold within the United States or
to U.S. Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
About Vizsla Copper
Vizsla Copper is a Cu-Au-Mo mineral exploration and development
company headquartered in Vancouver,
Canada. The Company is focused on its flagship Woodjam
Project, located within the prolific Quesnel terrane, 55 kilometers east of the
community of Williams Lake, British
Columbia. It has two additional copper exploration
properties, the Blueberry and Carruthers
Pass projects, and has recently entered into an agreement to
acquire a third, the Redgold project, all of which are well
situated amongst significant infrastructure in British Columbia. The Company will grow
through the exploration and development of the copper properties
within its portfolio in addition to value accretive acquisitions.
Vizsla Copper's vision is to be a responsible copper explorer and
developer in the stable mining jurisdiction of British Columbia, Canada and is committed to
socially responsible exploration and development, working safely,
ethically and with integrity.
Vizsla Copper is a spin-out of Vizsla Silver Corp. (TSX.V: VZLA)
(NYSE: VZLA) and is backed by Inventa Capital Corp., a premier
investment group founded in 2017 with the goal of discovering and
funding opportunities in the resource sector. Additional
information about the Company is available on SEDAR (www.sedar.com)
and the Company's website (www.vizslacopper.com).
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.
FORWARD LOOKING
STATEMENTS
The information contained herein contains "forward-looking
statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995 and "forward-looking
information" within the meaning of applicable Canadian securities
legislation. "Forward-looking information" includes, but is not
limited to, statements with respect to the activities, events or
developments that the Company expects or anticipates will or may
occur in the future, including, without limitation, planned
exploration activities. Generally, but not always, forward-looking
information and statements can be identified by the use of words
such as "plans", "expects", "is expected", "budget", "scheduled",
"estimates", "forecasts", "intends", "anticipates", or "believes"
or the negative connotation thereof or variations of such words and
phrases or state that certain actions, events or results "may",
"could", "would", "might" or "will be taken", "occur" or "be
achieved" or the negative connotation thereof. Forward-looking
statements in this news release include, among others, statements
relating to: obtaining the required regulatory approvals; the
intended use of proceeds of the Offering; the incurrence of
Qualifying Expenditures and the renouncement of such expenditures;
exploration and development of the Company's properties; and the
Company's growth and business strategies.
Such forward-looking information and statements are based on
numerous assumptions, including among others, that the results of
planned exploration activities are as anticipated, the anticipated
cost of planned exploration activities, that general business and
economic conditions will not change in a material adverse manner,
that financing will be available if and when needed and on
reasonable terms, that third party contractors, equipment and
supplies and governmental and other approvals required to conduct
the Company's planned exploration activities will be available on
reasonable terms and in a timely manner. Although the assumptions
made by the Company in providing forward-looking information or
making forward-looking statements are considered reasonable by
management at the time, there can be no assurance that such
assumptions will prove to be accurate.
Forward-looking information and statements also involve known
and unknown risks and uncertainties and other factors, which may
cause actual events or results in future periods to differ
materially from any projections of future events or results
expressed or implied by such forward-looking information or
statements, including, among others: negative operating cash flow
and dependence on third party financing, uncertainty of additional
financing, no known mineral reserves or resources, the limited
operating history of the Company, the influence of a large
shareholder, aboriginal title and consultation issues, reliance on
key management and other personnel, actual results of exploration
activities being different than anticipated, changes in exploration
programs based upon results, availability of third party
contractors, availability of equipment and supplies, failure of
equipment to operate as anticipated; accidents, effects of weather
and other natural phenomena and other risks associated with the
mineral exploration industry, environmental risks, changes in laws
and regulations, community relations and delays in obtaining
governmental or other approvals.
Although the Company has attempted to identify important factors
that could cause actual results to differ materially from those
contained in the forward-looking information or implied by
forward-looking information, there may be other factors that cause
results not to be as anticipated, estimated or intended. There can
be no assurance that forward-looking information and statements
will prove to be accurate, as actual results and future events
could differ materially from those anticipated, estimated or
intended. Accordingly, readers should not place undue reliance on
forward-looking statements or information. The Company undertakes
no obligation to update or reissue forward-looking information as a
result of new information or events except as required by
applicable securities laws.
SOURCE Vizsla Copper Corp.