LBC Luther Burbank Corporation

/NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. WIRE SERVICES/ 

VANCOUVER, BC, Aug. 17, 2023 /CNW/ - Libero Copper & Gold Corporation (TSXV: LBC) (OTCQB: LBCMF) (DE: 29H) announces it has closed the first tranche of a non-brokered private placement (the "Offering") for the sale of 9,130,000 units (the "Units") at a price of C$0.05 per Unit for gross proceeds of C$456,500. Each Unit is comprised of one common share (each, a "Unit Share") and one common share purchase warrant (each, a "Warrant"). Each Warrant entitles the holder thereof to purchase one common share (each, a "Warrant Share") at a price of C$0.075 for a period of 36 months expiring August 17, 2026.

Certain directors of Libero Copper subscribed for Units in the Offering. The subscription of Units to insiders pursuant to the Offering is considered a related party transaction for purposes of Multilateral Instrument 61-101 – Protection of Minority Shareholders in Special Transactions ("MI 61-101"). Libero relied on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(a) of MI 61-101 in respect of such insider participation, based on the determination that fair market value of the participation in the Offering by insiders does not exceed 25% of the market capitalization of Libero Copper, as determined in accordance with MI 61-101.

The net proceeds from the sale of Units will be used for exploration of Libero Copper's projects, including the Esperanza project in San Juan, Argentina and the Mocoa deposit in Putumayo, Colombia, and for working capital and general corporate purposes. Finder's fees of $21,690 in cash and a total of 433,800 broker warrants were paid to Blue Lakes Advisors SA, Canaccord Genuity Corp., Glores Securities, Research Capital Corporation, Red Cloud Securities Inc., and PI Financial Corp. on certain portions of the Offering in accordance with the policies of the TSX Venture Exchange. Broker warrants are exercisable at a price of C$0.075 for a period of 36 months expiring August 17, 2026.

The Unit Shares, Warrant Shares and any common shares that are issuable upon exercise of the broker warrants will be subject to a hold period of four months and one day ending December 18, 2023 in accordance with applicable securities laws. 

None of the securities sold in connection with the Offering will be registered under the United States Securities Act of 1933, as amended, and no such securities may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Under the At the Market program, 3,046,000 shares were issued at an average price of $0.1076 for gross proceeds of $327,842 for the three months ended June 30, 2023, and commissions were paid of $6,556.

Libero Copper is unlocking the value of a collection of porphyry copper deposits throughout the Americas in prolific and stable jurisdictions. The portfolio includes the Mocoa deposit in Putumayo, Colombia; Esperanza in San Juan, Argentina; and Big Red and Big Bulk in the Golden Triangle, BC, Canada. These assets are being advanced by a highly disciplined and seasoned professional team with successful track records of discovery, resource development, and permitting in the Americas.

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. 

This news release includes forward-looking statements that are subject to risks and uncertainties. All statements within, other than statements of historical fact, are to be considered forward looking. Although Libero Copper believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, continued availability of capital and financing, and general economic, market or business conditions and regulatory and administrative approvals, processes and filing requirements. There can be no assurances that such statements will prove accurate and, therefore, readers are advised to rely on their own evaluation of such uncertainties. The forward-looking information contained herein is expressly qualified in its entirety by this cautionary statement. Forward-looking information reflects management's current beliefs and is based on information currently available to Libero Copper. The forward-looking information is stated as of the date of this news release and Libero Copper assumes no obligation to update or revise such information to reflect new events or circumstances, except as may be required by applicable law.

SOURCE Libero Copper & Gold Corporation.