Libero Copper Announces Non- Brokered Private Placement
LIBERO COPPER ANNOUNCES NON-
BROKERED PRIVATE PLACEMENT
/NOT FOR DISSEMINATION IN
THE UNITED STATES
OR FOR DISTRIBUTION TO U.S. WIRE
SERVICES/
VANCOUVER, BC
,
Jan. 22, 2024
/CNW/ -
Libero Copper
& Gold Corporation
(TSXV: LBC)
(OTCQB: LBCMF) ("
Libero Copper
") announces that it will conduct a non-brokered private
placement (the "
Offering
") for aggregate gross proceeds of up to
$3 million
. The Offering will be
completed post-Consolidation (as defined herein).
Libero Copper
intends to consolidate common
shares (the "
Common Shares
") on the basis of one (1) new post-consolidation Common Share for
every ten (10) pre-consolidation Common Shares (the "
Consolidation
") (see press release dated
January 19, 2024
). The net proceeds of the Offering will be used for exploration at Mocoa and
general corporate purposes.
The Offering will consist of units (the "
Units
") at a price of
$0.15
per Unit, with each Unit consisting
of one post-Consolidation Common Share, and one full common share purchase warrant (a
"
Warrant
") with each Warrant entitling the holder to acquire an additional post-consolidation
Common Share at an exercise price of
$0.20
per Warrant for a period of 36 months from the date of
issuance. Under the Offering, a maximum of up to 20,000,000 post-Consolidation Common Shares
will be issued, as well as up to 20,000,000 Warrants.
Slater Capital Corporation, a corporation wholly-owned by
Ian Slater
, Chairman of
Libero Copper
,
will invest
$300,000
in the Offering on the terms and conditions of the Offering and in addition, will
receive 750,000 bonus warrants on the same terms and conditions as the Warrants (the "
Bonus
Warrants
") as consideration of an outstanding loan owed to the Company, and
Ian Harris
, CEO and
director of
Libero Copper
will invest
$70,000
in the Offering, each of such transactions will be
considered 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 Units and
Warrants to Slater Capital Corporation and the issuance of Units to
Ian Harris
is exempt from the
minority approval and formal valuation requirements of MI 61-101 pursuant to subsections 5.5(a) and
5.7(1)(a) of MI 61-101.
Closing of the Offering and the issuance of the Bonus Warrants are subject to customary closing
conditions, including the prior approval of the TSX Venture Exchange ("
Exchange
").
Libero Copper
intends to close the Offering as soon as practicable following receipt of the approval from the
Exchange. The Common Shares to be issued pursuant to the Offering and the exercise of the Bonus
Warrants will be subject to a hold period of four months from the date of issuance.
ANY SECURITIES REFERRED TO HEREIN WILL NOT BE REGISTERED UNDER THE US.
SECURITIES ACT OF 1933 (THE "
1933 ACT
") AND MAY NOT BE OFFERED OR SOLD IN
THE
UNITED STATES
OR TO A U.S. PERSON IN THE ABSENCE OF SUCH REGISTRATION OR AN
EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT.
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 jurisdiction in which such offer, solicitation or sale would be
unlawful.
Change to Board of Directors
Upon closing of the Offering and subject to the approval of the Exchange,
Ian Slater
and
Brad
Rourke
will resign from the Board and will be replaced by
Robert Van Egmond
and
Ann Fehr
.
About
Libero Copper
Libero Copper
is a mineral exploration company which is focussed on unlocking the value of the
Mocoa copper-molybdenum porphyry deposit located in Putumayo,
Colombia
. Mocoa is being
advanced by a highly disciplined and seasoned professional team with successful track records of
discovery, resource development, and permitting in
Colombia
.
Libero Copper
prioritizes building
strong relationships with the communities in which we operate and is dedicated to creating long-term
value for our shareholders through responsible exploration to fuel the green energy future.
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 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.
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, obtaining the receipt of Exchange approval, 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 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.
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For further information:
Ian Harris, Chief Executive Officer, +1 604 294 9039,
[email protected]; Michelle Borromeo, Vice President, Investor Relations, +1 604 715 6845,
CO: Libero Copper & Gold Corporation.
CNW 07:00e 22-JAN-24