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Western Copper and Gold Announces Upsized C$80 Million Bought Deal Financing

MWN-AI** Summary

Western Copper and Gold Corporation (TSX: WRN) has announced an upsized bought deal financing, successfully securing approximately C$80 million due to strong investor demand. In a revised agreement with Stifel Canada and a syndicate of underwriters, the company will issue 19,277,500 common shares at a price of C$4.15 each. This transaction is poised to generate gross proceeds nearing C$80 million. Additionally, the underwriters have an over-allotment option to purchase up to an extra 2,891,625 common shares, which could amplify total proceeds to about C$92 million if fully exercised.

The net proceeds from this financing are earmarked for advancing permitting and engineering efforts related to the Casino Project, a significant copper-gold mining initiative located in the Yukon, as well as for general corporate and working capital uses. The offering is scheduled to close around February 26, 2026, contingent upon receiving the necessary approvals from regulatory authorities, including the Toronto Stock Exchange and NYSE American.

This financing reflects Western Copper and Gold's proactive strategy to enhance its strategic growth and investment in one of the most promising mining projects in Canada. The Casino Project holds potential as one of the leading greenfield copper-gold mining endeavors globally, supported by a commitment to collaborative engagement with First Nations and responsible mining practices.

Furthermore, Western Copper and Gold encourages potential investors to review the prospectus associated with this offering, which includes crucial details and market considerations, available through SEDAR+ and EDGAR. The company remains optimistic about the future as it navigates forward-looking opportunities in the mining sector.

MWN-AI** Analysis

Western Copper and Gold Corporation's recent announcement of an upsized C$80 million bought deal financing reflects strong investor interest and confidence in the company's future, particularly concerning its Casino Project in the Yukon. This financing move not only provides essential capital but also indicates robust demand for the company’s equity, which can be seen as a bullish sign for current and prospective investors.

The offering price of C$4.15 per common share, slightly below the recent trading price, suggests that this round of financing may be favorable for existing investors as it minimizes dilution impacts. Additionally, the underwriters' option to purchase more shares could signal confidence in future price appreciation, which, if exercised, would increase gross proceeds and further bolster Western Copper and Gold's financial position.

Investors should consider the ongoing development of the Casino Project, which is touted as Canada's premier copper-gold mine. The proceeds from this offering are earmarked for advancing permitting and engineering activities, which are crucial for the project's timeline and cost management. Given the current global demand for copper and gold driven by renewable energy initiatives and infrastructure spending, the timing of this financing position Western Copper and Gold strategically as it moves closer to production.

That said, potential investors must remain mindful of the inherent risks in the mining sector, including fluctuations in commodity prices and regulatory challenges. The company has pointed out these risks in its communications, emphasizing the need for due diligence.

In summary, while this financing is a positive step indicating strong market interest, investors should weigh the company's growth potential against the associated risks, keeping an eye on both market and operational developments as they make investment decisions involving Western Copper and Gold.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: Canada Newswire

Canada NewsWire

VANCOUVER, BC, Feb. 12, 2026 /CNW/ - Western Copper and Gold Corporation. (TSX: WRN) (NYSE American: WRN) (the "Company") is pleased to announce that, due to significant investor demand, it has entered into an amended agreement with Stifel Canada, on its own behalf and on behalf of a syndicate of underwriters (the "Underwriters"), pursuant to which the Underwriters have agreed to purchase, on a bought deal basis, 19,277,500 common shares of the Company (the "Common Shares") at a price of C$4.15 per Common Share (the "Offering Price") for gross proceeds to the Company of approximately C$80,001,625 (the "Offering").

The Company has granted the Underwriters an option, exercisable, in whole or in part, at any time until and including 30 days following 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, an additional C$12,000,243.75 in gross proceeds will be raised pursuant to the Offering and the aggregate gross proceeds of the Offering will be approximately C$92,001,869.

The Company plans to use the net proceeds from the Offering to advance permitting and engineering activity at the Company's Casino Project in the Yukon, and for general corporate and working capital purposes.

The Offering will be made by way of a short form prospectus (together with any amendments thereto, the "Prospectus") filed in all of the provinces of Canada, except Québec, and 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 Canada/U.S. multi-jurisdictional disclosure system. The Prospectus and the Registration Statement are subject to completion and amendment. Such documents contain important information about the Offering. 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 Common Shares in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.

The Registration Statement relating to the Common Shares has been filed with the United States Securities and Exchange Commission but has not yet become effective. The Common Shares to be sold pursuant to the Offering described in this news release may not be sold nor may offers to buy be accepted prior to the time the Registration Statement becomes effective. Before readers invest, they should read the Prospectus in the Registration Statement and other documents the Company has filed with Canadian regulatory authorities and the United States Securities and Exchange Commission for more complete information about the Company and the Offering. The Prospectus is available on SEDAR+ at www.sedarplus.ca. The Registration Statement is available on EDGAR at www.sec.gov. Alternatively, the Prospectus and the Registration Statement may be obtained, for free upon request, from Stifel Canada at 161 Bay Street, Suite 3800, Toronto, Ontario, Canada M5J 2S1 or by email at syndprospectus@stifel.com.

The Offering is scheduled 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 the applicable securities regulatory authorities.

About Western Copper and Gold Corporation

Western Copper and Gold Corporation is advancing the Casino Project, Canada's premier copper-gold mine in the Yukon and one of the most economic greenfield copper-gold mining projects in the world.

The Company is committed to working collaboratively with First Nations and local communities to progress the Casino Project, using internationally recognized responsible mining technologies and practices.

On behalf of the board,

"Sandeep Singh"

Sandeep Singh
Chief Executive Officer
Western Copper and Gold Corporation

Cautionary Note Regarding Forward-Looking Statements

This news release contains certain forward-looking statements concerning 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 for the Offering being received and the expected closing date of the Offering. 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 other U.S. securities law 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 "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. The material factors or assumptions used to develop forward-looking statements include, but are not limited to, the assumptions that all regulatory approvals of the Offering will be obtained in a timely manner; all conditions precedent to completion of the Offering will be satisfied 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 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 capital in a timely manner 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 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.

SOURCE Western Copper and Gold Corporation

View original content: http://www.newswire.ca/en/releases/archive/February2026/12/c4373.html

FAQ**

How will the upsized C$80 million bought deal financing benefit Western Copper and Gold Corporation WRN in advancing the Casino Project specifically?

The upsized C$80 million bought deal financing will enhance Western Copper and Gold Corporation's ability to expedite key developments at the Casino Project, including advancing feasibility studies, securing necessary permits, and facilitating further exploration activities.

What are the intended uses of the net proceeds from the C$80 million financing by Western Copper and Gold Corporation WRN, particularly concerning permitting and engineering activities?

The net proceeds from the C$80 million financing by Western Copper and Gold Corporation will primarily be utilized for advancing permitting processes, engineering activities, and completing essential studies to support the development of the Casino project in Yukon.

Could you elaborate on the significance of the underwriters' option to purchase additional shares in the context of Western Copper and Gold Corporation WRN's fundraising strategy?

The underwriters' option to purchase additional shares enhances Western Copper and Gold Corporation's fundraising strategy by providing flexibility for raising more capital if demand exceeds expectations, thus potentially increasing overall financing efficiency and supporting project funding.

What regulatory approvals does Western Copper and Gold Corporation WRN need to finalize the C$80 million offering, and how might delays in these approvals affect the scheduled closing date?

Western Copper and Gold Corporation (WRN) needs to secure necessary approvals from regulatory bodies, including the TSX Venture Exchange and securities regulators, and delays in these approvals could postpone the scheduled closing date of the C$80 million offering.

**MWN-AI FAQ is based on asking OpenAI questions about Western Copper and Gold Corporation (NYSE: WRN).

Western Copper and Gold Corporation

NASDAQ: WRN

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