Vizsla Copper Announces Effective Date FOR Consolidation and Upsize of Non-Brokered Private Placement to $44 Million
VIZSLA COPPER ANNOUNCES
EFFECTIVE DATE FOR CONSOLIDATION
AND UPSIZE OF NON-BROKERED
PRIVATE PLACEMENT TO $44 MILLION
/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR
FOR DISSEMINATION IN THE UNITED STATES/
VANCOUVER, BC, Dec. 1, 2025 /CNW/ - Vizsla Copper Corp. (TSXV:
VCU) (OTCQB: VCUFF) ("Vizsla Copper" or the "Company") is
pleased to announce that effective Thursday, December 4, 2025 (the
"Effective Date"), the Company will implement the previously
announced share consolidation on the basis of ten pre-consolidation
common shares for each one post-consolidation common share (the
"Consolidation"). The Company has received approval for the
Consolidation from the TSX Venture Exchange.
Following the Consolidation, the common shares of the Company are
scheduled to begin trading on a post-consolidation basis at market
open on Thursday, December 4, 2025. The Company's stock symbol,
"VCU" will not change. The new CUSIP number will be 92858X701
and the new ISIN number will be CA92858X7018. Following the
Consolidation, the Company will have approximately 34,415,196
common shares issued and outstanding prior to rounding for fractional
shares.
No fractional shares will be issued as a result of the Consolidation.
The number of post-Consolidation common shares issuable to a
shareholder of the Company shall be rounded up in the event that said
shareholder was entitled to a fractional share equivalent to one-half or
more of a post-Consolidation common share and shall be rounded
down in the event that said shareholder was entitled to a fractional
share equivalent to less than one-half of a post-Consolidation
common share, provided that no shareholder shall be entitled to more
than one such rounding up.
Registered shareholders holding share certificates of the Company
will be mailed a letter of transmittal from the Company's transfer
agent, Odyssey Trust Company, as soon as practicable after the
Effective Date advising of the Consolidation and instructing them to
surrender and exchange their share certificates or Direct Registration
System (DRS) statements evidencing their pre-Consolidated common
shares for new share certificates or new DRS statements representing
the number of post-consolidated common shares to which they are
entitled. A copy of the letter of transmittal will be posted on the
Company's issuer profile on SEDAR+ at www.sedarplus.ca. Non-
registered shareholders holding common shares of the Company
through an intermediary (a securities broker, dealer, bank or financial
institution) should be aware that the intermediary may have different
procedures for processing the Consolidation than those that will be put
in place by the Company for registered shareholders. If shareholders
hold their common shares through intermediaries and have questions
in this regard, they are encouraged to contact their intermediaries.
The exercise or conversion price of, and the number of common
shares issuable under, any convertible securities of the Company will
be proportionately adjusted upon the completion of the Consolidation.
Upsize to Private Placement
The Company is pleased to announce that, due to significant demand,
the Company has increased the size of its non -brokered private
placement (the " Offering") from up to $42,000,000 to up to
approximately $44,240,695. The upsized Offering will now consist of:
• up to 23,148,148 post-consolidation common shares of the
Company ("LIFE Shares") at price of $1.08 per LIFE Share for
gross proceeds of up to $25,000,000; and
• up to 7,605,775 post-consolidation common shares of the
Company ("Common Shares") at price of $1.08 per Common
Share for gross proceeds of up to $8,214,237; and
• up to 8,892,305 flow-through post-consolidation common shares
of the Company ("FT Shares") at a price of $1.24 per FT Share
for gross proceeds of up to $11,026,458.20.
The Common Shares, FT Shares and CFT Shares will be offered by
way of the "accredited investor" and "minimum amount investment"
exemptions under National Instrument 45-106 – Prospectus
Exemptions ("NI 45-106") in all the provinces of Canada. The LIFE
Shares will be offered pursuant to the exemption set out in Section
Part 5A.2 of National Instrument 45-106, as amended by Coordinated
Blanket Order 45-935 – Exemptions from Certain Conditions of the
Listed Issuer Financing Exemption to purchasers in Canada (other
than the province of Quebec). The Agents will also be entitled to offer
the Common Shares for sale in the United States pursuant to
available exemptions from the registration requirements of the United
States Securities Act of 1933, as amended (the "U.S. Securities
Act"), and in certain other jurisdictions outside of Canada and the
United States provided it is understood that no prospectus filing or
comparable obligation, ongoing reporting requirement or requisite
regulatory or governmental approval arises in such other jurisdictions.
In connection with the Offering, the Company may pay finders' fees in
accordance with the policies of the TSX Venture Exchange (the
"Exchange"). Eventus Capital Corp. has been appointed as a finder in
connection with the Offering.
The Company plans to use the proceeds of the Offering as follows:
• an amount equal to the gross proceeds from the sale of the FT
Shares and the CFT Shares will be used by the Company to
incur "Canadian critical minerals exploration expenses" that
qualify as "critical mineral flow-through mining expenditures"
and/or Canadian exploration expenses" that qualify as "flow-
through mining expenditures", as such terms are defined under
the Income Tax Act (Canada) related to the Company's mineral
properties in British Columbia; and
• the net proceeds from the sale of the Common Shares and the
LIFE Shares will be used by the Company for: (i) exploration of
the Palmer Project, (ii) continued exploration on Vizsla Copper's
mineral properties in British Columbia, with a principal focus on
the Poplar copper-gold project, (iii) costs of completing the
acquisition of the Palmer Project, and (iv) general working
capital.
The Offering is expected to close on or about December 4, 2025. The
Offering remains subject to certain conditions including, but not limited
to, the receipt of all necessary regulatory and other approvals
including the approval of the Exchange. Further information regarding
the Company's proposed consolidation is contained in the Company's
press releases dated November 13, 2025 and November 14, 2025.
There is an offering document (the "Offering Document") related to
the offering of LIFE Shares that can be accessed under the
Company's profile on SEDAR+ at www.sedarplus.ca and the
Company's website at www.vizslacopper.com. Prospective investors
of LIFE Shares should read the Offering Document before making an
investment decision.
The LIFE Shares will not be subject to a hold period in Canada,
subject to any hold periods required by the Exchange. All other
securities distributed as part of the Offering will be subject to a four-
month and one day hold period in Canada.
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 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 focused mineral exploration and
development company headquartered in Vancouver, Canada. The
Company is primarily focused on its Poplar and Woodjam projects,
well situated amongst significant infrastructure in Central and
Southern British Columbia. The Company's growth strategy is focused
on the exploration and development of its 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 it is
committed to socially responsible exploration and development,
working safely, ethically and with integrity.
Vizsla Copper is a spin-out of Vizsla Silver 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.sedarplus.ca) 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
This news release includes certain "forward-looking statements" under
applicable Canadian securities legislation. Forward-looking statements
include, but are not limited to, statements with respect to approvals
from the TSX Venture Exchange related to the Consolidation, the
timing of any Consolidation, timing and completion of any drilling and
work programs on the Company's properties, estimates of
mineralization from drilling, geological information projected from
drilling results, potential for minerals and/or mineral resources, and
statements regarding the plans, intentions, beliefs, and current
expectations of the Company with respect to the future business
activities and operating performance of the Company that may be
described herein. Forward-looking statements consist of statements
that are not purely historical, including any statements regarding
beliefs, plans, expectations or intentions regarding the future. Such
information can generally be identified by the use of forward-looking
wording such as "may", "expect", "estimate", "anticipate", "intend",
"believe" and "continue" or the negative thereof or similar variations.
Readers are cautioned not to place undue reliance on forward-looking
statements, as there can be no assurance that the plans, intentions or
expectations upon which they are based will occur.
By their nature, forward-looking statements involve numerous
assumptions, known and unknown risks and uncertainties, both
general and specific, that contribute to the possibility that the
predictions, estimates, forecasts, projections and other forward-
looking statements will not occur. These assumptions, risks and
uncertainties include, among other things, the state of the economy in
general and capital markets in particular, accuracy of assay results,
geological interpretations from drilling results, timing and amount of
capital expenditures; performance of available laboratory and other
related services, future operating costs, and the historical basis for
current estimates of potential quantities and grades of target zones, as
well as those risk factors discussed or referred to in the Company's
Management's Discussion and Analysis available at
www.sedarplus.ca, many of which are beyond the control of the
Company. Forward-looking statements contained in this press release
are expressly qualified by this cautionary statement.
The forward-looking statements contained in this press release are
made as of the date of this press release. Except as required by law,
the Company disclaims any intention and assumes no obligation to
update or revise any forward-looking statements, whether as a result
of new information, future events or otherwise. Additionally, the
Company undertakes no obligation to comment on the expectations
of, or statements made by, third parties in respect of the matters
discussed above.
SOURCE Vizsla Copper Corp.
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For further information: CONTACT INFORMATION: For more
information and to sign-up to the mailing list, please contact: Craig
Parry, Chief Executive Officer and Chairman, Tel: (604) 364-2215 |
Email:[email protected]
CO: Vizsla Copper Corp.
CNW 15:07e 01-DEC-25