Western Copper & Gold Corp 6-K, filed Apr 20, 2023
Western Copper & Gold Corp (WRN)
About this 6-K
Western Copper & Gold Corp filed this 6-K on April 20, 2023.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of April 2023
Commission File Number: 001-35075
Western Copper and Gold Corporation
(Translation of registrant's name into English)
Suite 1200 - 1166 Alberni Street
Vancouver, B.C. V6E 3ZE
Canada
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☐ Form 40-F ☑
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7) ☐
EXPLANATORY NOTE
Exhibit 99.1 to this Report on Form 6-K is hereby incorporated by reference as an Exhibit to our Registration Statement on Form F-10 of Western Copper and Gold Corporation (File No. 333-268467).
SUBMITTED HEREWITH
| Exhibit | |
| 99.1 | Material Change Report, dated April 14, 2023 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| WESTERN COPPER AND GOLD CORPORATION |
||
| Date: April 20, 2023 | By: | /s/ Paul West-Sells |
| Name: | Paul West-Sells | |
| Title: | Chief Executive Officer | |
FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1. Name and Address of Company
Western Copper and Gold Corporation ("Company")
Suite 1200 - 1166 Alberni Street
Vancouver, BC V6E 3Z3
Item 2. Date of Material Change
April 14, 2023
Item 3. News Release
A news release was disseminated through Canada Newswire on April 14, 2023, and subsequently filed under the Company's profile on SEDAR.
Item 4. Summary of Material Change
On April 14, 2023, the Company announced it had completed its strategic equity investment by Mitsubishi Materials Corporation ("Mitsubishi Materials") previously announced on March 24, 2023.
Item 5. Full Description of Material Change
5.1 Full Description of Material Change
On April 14, 2023, the Company completed its previously announced C$21.3 million strategic equity investment by Mitsubishi Materials to further advance the Company's copper-gold Casino Project in the Yukon.
Mitsubishi Materials acquired 8,091,390 common shares of the Company (the "Shares") at a price of C$2.63 per Share for proceeds of approximately C$21.3 million, resulting in Mitsubishi Materials owning approximately 5.0% of the Company's issued and outstanding Shares, on an undiluted basis (following completion of the Rio Tinto subscription).
As previously announced, Rio Tinto Canada Inc. ("Rio Tinto") will subscribe for 878,809 Shares at a price of C$2.63 per Share for proceeds of approximately C$2.3 million, allowing Rio Tinto to maintain its interest of approximately 7.84%. The Rio Tinto subscription is expected to be completed on or before May 1, 2023.
5.2 Disclosure for Restructuring Transactions
Not applicable.
Item 6. Reliance on Section 7.1(2) of National Instrument 51-102
Not applicable.
Item 7. Omitted Information
There is no information of a material nature that has been omitted.
Item 8. Executive Officer
Contact: Varun Prasad
Phone: (604) 684-9497
Item 9. Date of Report
April 20, 2023
Cautionary Disclaimer Regarding Forward-Looking Statements and Information
This material change report contains certain forward-looking statements, including statements with respect to the expected closing date for the Rio Tinto subscription. Statements that are not historical fact are "forward-looking statements" as that term is defined in the United States Private Securities Litigation Reform Act of 1995 and "forward looking information" as that term is defined in National Instrument 51-102 ("NI 51-102") of the Canadian Securities Administrators (collectively, "forward-looking statements"). Forward-looking statements are frequently, but not always, identified by words such as "plans", "expects", "anticipates", "believes", "intends", "estimates", "potential", "possible" and similar expressions, or statements that events, conditions or results "will", "may", "could" or "should" occur or be achieved. In making the forward-looking statements herein, the Company has applied certain material assumptions including, but not limited to, the assumption that general business conditions will not change in a materially adverse manner.
Forward-looking statements are statements about the future and are inherently uncertain, and actual results, performance or achievements of the Company and its subsidiaries may differ materially from any future results, performance or achievements expressed or implied by the forward-looking statements due to a variety of risks, uncertainties and other factors. Such risks and other factors include, among others, risks involved in fluctuations in gold, copper and other commodity prices and currency exchange rates; uncertainties related to raising sufficient financing in a timely manner and on acceptable terms; and other risks and uncertainties disclosed in the Company's AIF and Form 40-F, and other information released by the Company and filed with the applicable regulatory agencies.
The Company's forward-looking statements are based on the beliefs, expectations and opinions of management on the date the statements are made, and the Company does not assume, and expressly disclaims, any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as otherwise required by applicable securities legislation. For the reasons set forth above, investors should not place undue reliance on forward-looking statements.