Mitsubishi Materials acquisition of stake in Casino Copper-Gold Project

On April 14, 2023, Western Copper and Gold Corporation ("Western") announced the completion of a previously announced strategic equity investment by Mitsubishi Materials Corporation ("Mitsubishi Materials") to further advance Western’s Casino Copper-Gold Project located in the Yukon, Canada.

Executed by way of a private placement, Mitsubishi Materials acquired 8,091,390 common shares (or approximately 5.0%) of Western’s issued and outstanding shares, at a price of C$2.63 per share for proceeds of approximately C$21.3 million.

In connection with the transaction, Rio Tinto elected to exercise, in full, its pre-existing right to participate in equity financings by Western and maintain its approximately 7.84% ownership interest. It announced that it would subscribe for 878,809 shares at a price of C$2.63 per share for proceeds of C$2.3 million.

In connection with the strategic investment, Western and Mitsubishi Materials entered into an investor rights agreement whereby, subject to certain conditions, Mitsubishi Materials will have certain rights until the earlier of (a) its ownership falling below 3.0%, and (b) the date that is 24 months following completion of the investment (the "Expiry Date"), including:

• the right to appoint one member to a Casino Project Technical and Sustainability Committee
• the right to appoint the greater of one director of Western or 17% of the number of directors (rounding to the nearest whole number), if Mitsubishi Materials' ownership increases to at least 12.5%

In addition, until the Expiry Date, Mitsubishi Materials will have a right to participate in future equity issuances to maintain its ownership in Western and, in the event its ownership increases to 8.0%, will be provided with a one-time "demand registration right" and "piggy-back registration rights."

Further information on the investment can be found on Canada Newswire’s website.

Western is the sole owner of the Casino Project, Canada's premier copper-gold mine in the Yukon Territory and one of the most economic greenfield copper-gold mining projects in the world.

Mitsubishi Materials is a Japan-based company principally engaged in the processing and manufacturing of non-ferrous metals and products, operating businesses in over 30 countries across the world.