western copper and gold company. (TSX: WRN) (NYSE American: WRN) (the “Company”) is pleased to announce that, further to the press releases dated February 11, 2026 and February 12, 2026, it has filed a final short-form prospectus dated February 20, 2026 (the “Final Prospectus”) with the securities commissions in each of the provinces of Canada, excluding Quebec, in connection with the public offering of common shares from the purchased deal. of the Company (the “Common Shares”) at a price of C$4.15 per Common Share for gross proceeds to the Company of approximately C$80,001,625 (the “Offering”).
The Offering is being conducted through a syndicate of underwriters, including Stifel Canada, as lead underwriter and sole bookrunner, together with ATB Capital Markets Corp., National Bank Financial Inc., Agentis Capital Markets, BMO Capital Markets, Canaccord Genuity Corp., CIBC World Markets Inc. and HC Wainwright & Co., LLC (collectively the “Insurers“). The Company has granted the Underwriters an option (the “Over-allotment option“), exercisable, in whole or in part, at any time up to and including 30 days after the closing of the Offering, to purchase up to an additional 2,891,625 common shares of the Offering. If this option is exercised in full, additional gross proceeds of C$12,000,243.75 will be raised under the Offering and the aggregate gross proceeds of the Offering will be approximately C$92,001,869.
Access to the final prospectus and any amendments to the documents is provided in accordance with securities laws relating to procedures for providing access to a prospectus. The final prospectus can be accessed on SEDAR+ at www.sedarplus.ca. An electronic or paper copy of the final prospectus and any amendments may be obtained free of charge from Stifel Canada, 161 Bay Street, Suite 3800, Toronto, Ontario, Canada M5J 2S1 or by email at syndprospectus@stifel.com by providing the contact person with an email address or address, as applicable. The Final Prospectus contains important detailed information about the Company and the Offering. Potential investors should read the final prospectus and other documents filed by the company on SEDAR+ before making any investment decision.
The shares of common stock will also be offered in the United States pursuant to a prospectus filed as part of a registration statement on Form F-10 (together with any amendments thereto, the “Registration statement“) under the Canadian/U.S. multi-jurisdictional disclosure system. The registration statement relating to the common stock has been filed with the U.S. Securities and Exchange Commission. The registration statement is available on EDGAR at www.sec.gov. Alternatively, the Registration Statement and the prospectus contained therein may be obtained free of charge upon request from Stifel Canada at 161 Bay Street, Suite 3800, Toronto, Ontario, Canada M5J 2S1 or by email at syndprospectus@stifel.com. The Registration Statement and the prospectus contained therein contain important detailed information about the Company and the Offering. Prospective investors should read the Registration Statement and prospectus and other documents the Company has filed with EDGAR before making any investment decision.
The Offering is expected to close on or about February 26, 2026 and is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the Toronto Stock Exchange and the NYSE American and applicable securities regulatory authorities.
About the western copper and gold company
The Western copper and gold company is advancing the Casino Project, Canada’s premier copper-gold mine in the Yukon and one of the most economical greenfield copper-gold mining projects in the world.
The company is committed to working with First Nations and local communities to advance the Casino Project, utilizing internationally recognized responsible mining technologies and practices.
On behalf of the board,
“Sandep Singh”
Sandeep Singh
General manager
western copper and gold company
For more information please contact:
Cautionary Statement Regarding Forward-Looking Statements
This press release contains certain forward-looking statements regarding the timing and completion of the Offering, the gross proceeds of the Offering and the use of proceeds from the Offering, the over-allotment option to be granted to the Underwriters, the necessary regulatory approvals required to receive the Offering and the expected closing date of the Offering. Statements that are not historical facts are “forward-looking statements” as that term is defined in the United States Private Securities Litigation Reform Act of 1995 and other U.S. securities laws, 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 often, but not always, identified by words such as “expects”, “anticipates”, “believes”, “intends”, “estimates”, “potential”, “possible” and similar expressions, or statements that events, conditions or results “will”, “may”, “could” or “should” be achieved. The material factors or assumptions used to develop forward-looking statements include, but are not limited to, the assumptions that all regulatory approvals for the Offering will be obtained in a timely manner; all conditions precedent to the completion of the Offering will be met in a timely manner; and that market or 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 in the forward-looking statements as a result of a variety of risks, uncertainties and other factors. Such risks and other factors include, among others, risks associated with fluctuations in gold, copper and other commodity prices and currency exchange rates; uncertainties regarding raising sufficient capital on a timely basis and on acceptable terms; and other risks and uncertainties disclosed in the Company’s AIF and Form 40-F, including those under the heading “Risk Factors” and other information disclosed by the Company and filed with applicable regulatory authorities.
The Company’s forward-looking statements are based on the beliefs, expectations and opinions of management as of the date the statements are made, and the Company 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 laws. For the reasons set forth above, investors should not place undue reliance on forward-looking statements.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/284767
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