Faraday Copper Announces C$20 Million Bought Deal Financing
NEWS RELEASE May 22, 2024
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
Faraday Copper Announces C$20 Million Bought Deal Financing
May 22, 2024 – Vancouver, British Columbia – Faraday Copper Corp. (“Faraday” or the “ Company”)
(TSX:FDY) (OTCQX:CPPKF) is pleased to announce it has entered into an agreement with Ventum
Financial Corp (formerly known as PI Financial) as co-lead underwriter and joint bookrunner , on its own
behalf and on behalf of a syndicate of underwriters including Canaccord Genuity Corp. and TD Securities
Inc. as co-lead underwriters and joint bookrunners (collectively, the “Underwriters”), pursuant to which the
Underwriters have agreed to purchase, on a bought deal basis, 25,000,000 common shares in the capital of
the Company (the “Common Shares”) at a price of C$0. 80 per Common Share for gross proceeds to the
Company of C$20,000,000 (the “Underwritten Offering”).
The Company will grant the Underwriters an option to purchase up to an additional 3,750,000 Common
Shares (the “Over-Allotment Option Common Shares” and together with the Common Shares, the “Offered
Securities”) to cover over-allotments, if any, and for market stabilization purposes at a price of C$0.80 per
Over-Allotment Option Common Share for additional gross proceeds of up to C$ 3,000,000 (the “Over -
Allotment Option” and together with the Underwritten Offering, the “Offering”), exercisable in whole or in part,
at any time on or prior to the date that is 30 days following the Closing Date (as defined herein).
The Company intends to use the net proceeds from the Offering for exploration and development of its
Copper Creek Project, located in Arizona, U.S., and for general working capital purposes.
The Common Shares will be issued by way of a prospectus supplement that will be filed in all provinces
and territories of Canada, other than Quebec, under the Company’s base shelf prospectus dated October
21, 2022. The Common Shares may also be sold in the United States on a private placement basis pursuant
to an exemption from the registration requirements of the United States Securities Act of 1933, as amended
(the “U.S. Securities Act”), and other jurisdictions outside of Canada provided that no prospect us filing or
comparable obligation arises.
The Offering is scheduled to close on or about May 30, 2024 (the “Closing Date”) and is subject to certain
conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including
the approval of the Toronto Stock Exchange and the securities regulatory authorities.
The securities offered in the Offering have not been, and will not be, registered under the U.S. Securities
Act or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the
account or benefit of, United States pe rsons absent registration or any applicable exemption from the
registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This news
release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States,
nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale
would be unlawful.
About Faraday Copper
Faraday Copper is a Canadian exploration company focused on advancing its flagship copper project in
Arizona, U.S . The Copper Creek project is one of the largest undeveloped copper projects in North
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America with significant district scale exploration potential . The Company is well-funded to deliver on its
key milestones and benefits from a management team and board of directors with senior mining company
experience and expertise. Faraday trades on the TSX under the symbol “FDY”.
For additional information please contact:
Stacey Pavlova, CFA
Vice President, Investor Relations & Communications
Faraday Copper Corp.
E-mail: [email protected]
Website: www.faradaycopper.com
To receive news releases by e-mail, please register using the Faraday website at www.faradaycopper.com.
Cautionary Note on Forward Looking Statements
Some of the statements in this news release, other than statements of historical fact, are “forward-looking statements” and are based
on the opinions and estimates of management as of the date such statements are made and are necessarily based on estimates and
assumptions that are inherently subject to known and unknown risks, uncertainties and other factors that may cause actual res ults,
level of activity, performance or achievements of Faraday to be materially different from those expressed or implied by such forward-
looking statements. Such forward -looking statements and forward -looking information specifically include, but are not limited to,
statements concerning the expected quantum and timing of closing the Offering and the intended use of proceeds.
Although Faraday believes the expectations expressed in such forward -looking statements are based on reasonable assumptions,
such statements should not be in any way construed as guarantees of future performance and actual results or developments may
differ materially. Accordingly, readers should not place undue reliance on forward-looking statements or information.
Factors that could cause actual results to differ materially from those in forward -looking statements include without limitation: market
prices for metals; the conclusions of detailed feasibility and technical analyses; lower than expected grades and quant ities of
resources; receipt of regulatory approval; receipt of shareholder approval; mining rates and recovery rates; significant capi tal
requirements; price volatility in the spot and forward markets for commodities; fluctuations in rates of exchange; tax ation; controls,
regulations and political or economic developments in the countries in which Faraday does or may carry on business; the speculative
nature of mineral exploration and development, competition; loss of key employees; rising costs of labour, supplies, fuel and
equipment; actual results of current exploration or reclamation activities; accidents; labour disputes; defective title to mi neral claims
or property or contests over claims to mineral properties; unexpected delays and costs inherent to consulting and accommodating
rights of Indigenous peoples and other groups; risks, uncertainties and unanticipated delays associated with obtaining and maintaining
necessary licenses, permits and authorizations and complying with permitting requirements, i ncluding those associated with the
Copper Creek property; and uncertainties with respect to any future acquisitions by Faraday. In addition, there are risks and hazards
associated with the business of mineral exploration, development and mining, including environmental events and hazards, industrial
accidents, unusual or unexpected formations, pressures, cave-ins, flooding and the risk of inadequate insurance or inability to obtain
insurance to cover these risks as well as “Risk Factors” included in Faraday ’s disclosure documents filed on and available at
www.sedarplus.ca.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in any jurisdiction to any person
to whom it is unlawful to make such an offer or solicitation in such jurisdiction. This news release is not, and under no circumstances
is to be construed as, a prospectus, an offering memorandum, an advertisement or a public offering of securities in Faraday in Canada,
the United States or any other jurisdiction. No securities commission or similar authority in Canada or in the United States has reviewed
or in any way passed upon this news release, and any representation to the contrary is an offence.