VANCOUVER, BC, Sept. 20, 2021 /CNW/ - Vizsla Copper Corp.
("Vizsla Copper" or the "Company") is pleased to
announce that the plan of arrangement spinout transaction (the
"Arrangement") has closed effective September 20, 2021. Pursuant to the Arrangement,
holders of common shares of Vizsla Silver Corp. ("Vizsla
Silver") exchanged their Vizsla Silver shares for one new
common share of Vizsla Silver and 1/3 of a Vizsla Copper common
share, for a total of 49,217,108 Vizsla Copper shares being
issued to Vizsla Silver shareholders under the Arrangement.
The Company's board of directors and executive officers are as
follows:
Craig
Parry
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Director and
Executive Chairman
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Michael
Konnert
|
Director
|
|
|
Simon
Cmrlec
|
Director
|
|
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Karlene
Collier
|
Director
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Chris
Donaldson
|
Chief Executive
Officer and Director
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|
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Grant
Tanaka
|
Chief Financial
Officer
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|
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Jennifer
Hanson
|
Corporate
Secretary
|
As previously disclosed by Vizsla Silver, the Company has
received conditional approval to list its shares on the TSX Venture
Exchange ("TSXV"). Final approval is subject to the Company
meeting certain standard requirements of the TSXV. The Company
expects to satisfy all the requirements and will make a further
announcement once the TSXV has issued a bulletin confirming the
date on which trading on the TSXV will commence, which the Company
expects to occur before the end of September
2021. The trading symbol for the Company's shares will be
"VCU".
Closing of Private Placement
In connection with the Arrangement, the Company has completed a
non-brokered private placement for gross proceeds of $5,067,669, consisting of 23,816,866 common
shares at a purchase price of $0.15
per share for proceeds of $3,572,530,
and 8,306,331 flow-through common shares at a purchase price of
$0.18 per flow-through share for
proceeds of $1,495,140. The Company
paid finders' fees in respect of the non-brokered private placement
totaling $77,319 in cash and 507,960
finders' warrants each exercisable into one Vizsla Copper share
with a 12-month term and an exercise price of $0.25 per share. The securities issued under the
private placement are subject to a four month hold period from the
date hereof.
Certain officers and directors of the Company subscribed in the
private placement for total of 5,405,733 Vizsla Copper shares. As
related parties of the Company, their subscriptions are deemed to
be a "related party transaction" within the meaning of Multilateral
Instrument 61-101 – Protection of Minority Security Holders in
Special Transactions ("MI 61-101"). The Company relied
on an exemption from the formal valuation and minority shareholder
approval requirements set out in MI 61-101, as the fair market
value of the participation by directors and officers in the private
placement did not exceed 25% of the Company's fair market value
calculated in accordance with MI 61-101.
Available Funds and Shares Outstanding
After the payment of arrangement expenses, issuance costs and
amounts owing to Vizsla Silver, the Company has approximately
$5.7 million in cash available, which
includes a cash transfer of approximately $1.1 million from Vizsla Silver. Available funds
will be used for, among other things, Phase 1 work programs on the
Blueberry property and Carruthers Pass property, property option
payments and general and administrative costs.
After completion of the Arrangement and the private placement,
Vizsla Copper has 81,340,305 common shares outstanding,
507,960 warrants outstanding and is obligated to issue up to
11,161,444 common shares pursuant to the exercise of Vizsla Silver
warrants that have expiry dates ranging from November 2021 to December
2022.
About Vizsla Copper
Vizsla Copper is a junior mineral
exploration and development company focused on its interests in
British Columbia copper
properties, the Blueberry project, and the Carruthers Pass
project.
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 contains forward-looking statements or
forward-looking information relating to the future operations of
the Company and other statements that are not historical facts.
Forward-looking statements in this news release include, but are
not limited to, the ability to satisfy the final TSXV listing
conditions; the expectation that the Company's common shares will
commence trading on the TSXV before the end of September 2021; and the use of available
funds.
Forward-looking statements are based on the reasonable
assumptions, estimates, analyses and opinions of management made in
light of its experience and its perception of trends, current
conditions and expected developments, as well as other factors that
management believes to be relevant and reasonable in the
circumstances at the date that such statements are made, but which
may prove to be incorrect. Management believes that the assumptions
and expectations reflected in such forward-looking statements are
reasonable. Assumptions have been made regarding, among other
things: the Company's ability to carry on exploration and
development activities; the timely receipt of required approvals;
the price of copper and other metals; and the Company's ability to
obtain financing as and when required and on reasonable terms.
Readers are cautioned that the foregoing list is not exhaustive of
all factors and assumptions which may have been used.
Forward-looking statements are subject to known and unknown
risks, uncertainties and other factors that may cause actual
results to be materially different from those expressed or implied
by such forward-looking statements. Such risks, uncertainties and
other factors include but are not limited to: the Company's early
stage of development and lack of history as a stand-alone entity;
risks related to the COVID-19 pandemic; the fluctuation of the
price of copper and other metals; the availability of additional
funding as and when required; the speculative nature of mineral
exploration and development; the timing and ability to maintain
and, where necessary, obtain necessary permits and licenses; the
uncertainty in geologic, hydrological, metallurgical and
geotechnical studies and opinions; infrastructure risks, including
access to water and power; environmental risks and hazards; risks
associated with negative operating cash flow; and risks associated
with dilution. For a further discussion of risks relevant to the
Company, see the Company's Listing Application available on SEDAR
under the heading "Item 21: Risk Factors".
Although management has attempted to identify important factors
that could cause actual results to differ materially from those
contained in forward-looking statements, there may be other factors
that cause results not to be as anticipated, estimated or intended.
There is no assurance that forward-looking statements will prove to
be accurate, as actual results and future events could differ
materially from those anticipated in such forward-looking
statements. Accordingly, readers should not place undue reliance on
forward-looking statements. The Company does not undertake to
update any forward-looking statements, except as, and to the extent
required by, applicable securities laws.
SOURCE Vizsla Copper Corp.