Western Copper and Gold Announces C$50 Million Bought Deal Financing

Rhea-AI Summary

Western Copper and Gold (TSX/NYSE: WRN) announced a C$50.0 million bought deal financing of 12,048,400 common shares at C$4.15 per share, with an underwriter option for an additional 1,807,260 shares (up to C$7.5 million) raising up to C$57.5 million gross.

Net proceeds are earmarked to advance permitting and engineering at the Casino Project in Yukon and for general corporate and working capital purposes. The offering is via a short form prospectus and Form F-10 registration; the U.S. registration statement has been filed but is not yet effective. Closing is expected on or about February 26, 2026, subject to regulatory approvals.

Positive

• Gross proceeds C$50,000,860 from initial bought deal financing
• Use of proceeds directed to Casino Project permitting and engineering
• Underwriters' option can increase gross proceeds to approximately C$57,500,989

Negative

• Registration Statement filed in U.S. but not yet effective, delaying sales
• Closing subject to Toronto Stock Exchange and NYSE American approvals

Market Reaction

-4.28% $3.13

15m delay 1 alert

-4.28% Since News

$3.13 Last Price

$3.07 $3.36 Day Range

-$30M Valuation Impact

$661M Market Cap

0.7x Rel. Volume

Following this news, WRN has declined 4.28%, reflecting a moderate negative market reaction. The stock is currently trading at $3.13. This price movement has removed approximately $30M from the company's valuation.

Data tracked by StockTitan Argus (15 min delayed). Upgrade to Silver for real-time data.

Key Figures

Primary shares offered: 12,048,400 shares Offering price: C$4.15 per share Gross proceeds: C$50,000,860 +5 more

8 metrics

Primary shares offered 12,048,400 shares Common shares in bought deal financing

Offering price C$4.15 per share Price for bought deal common share offering

Gross proceeds C$50,000,860 Gross proceeds from base bought deal offering

Underwriters' option shares 1,807,260 shares Additional shares under 30-day over-allotment option

Additional gross proceeds C$7,500,129 If underwriters’ option exercised in full

Total gross proceeds C$57,500,989 Aggregate gross proceeds including full exercise of option

Scheduled closing date February 26, 2026 Expected closing of the bought deal offering

Pre-news price change -3.58% WRN move over prior 24 hours before article time

Market Reality Check

Price: $3.27 Vol: Volume 1,692,310 vs 20-da...

low vol

$3.27 Last Close

Volume Volume 1,692,310 vs 20-day average 2,561,036 (relative volume 0.66x) shows no outsized trading ahead of the financing. low

Technical Price at $3.27 vs 200-day MA $1.92, trading above longer-term trend despite dilution news.

Peers on Argus

WRN fell 3.58% while peers were mixed: TMQ (-1.08%), NB (-2.72%), LZM (-1.63%) v...

WRN fell 3.58% while peers were mixed: TMQ (-1.08%), NB (-2.72%), LZM (-1.63%) vs NAK (+5.26%) and LAR (+1.55%), pointing to stock-specific dilution pressure rather than a broad sector move.

Historical Context

5 past events · Latest: Jan 12 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Jan 12	Leadership appointments	Positive	+5.3%	COO and VP Technical hires to bolster project execution capabilities.
Dec 04	Community partnership	Positive	-0.4%	$75,000 Casino Cares contribution to Yukon school and daycare programs.
Nov 17	Infrastructure support	Positive	-1.0%	Referral of Northwest Critical Conservation Corridor and Yukon-BC grid project.
Nov 14	Board appointment	Positive	+1.0%	Seasoned engineer with extensive Yukon mining experience joins board.
Oct 06	Permitting milestone	Positive	+7.0%	Submission of ESE Statement advancing Casino permitting under YESAA.

Pattern Detected

Positive corporate and permitting milestones have often seen modest gains, but some constructive news has been met with small pullbacks, indicating occasional profit-taking on good headlines.

Recent Company History

Over the past few months, WRN news has focused on advancing and de-risking the Casino Project and strengthening leadership. On Oct 6, 2025, submission of the ESE Statement produced a 7% gain. Board and executive appointments in Nov 2025 and Jan 2026 drew positive but smaller moves. Community partnership and infrastructure-related updates saw mixed or mildly negative reactions. The current bought deal financing fits into this broader effort to fund permitting and engineering progress at Casino.

Market Pulse Summary

This announcement details a bought deal equity financing intended to raise up to C$57,500,989, fundi...

Analysis

This announcement details a bought deal equity financing intended to raise up to C$57,500,989, funding permitting and engineering work for the Casino Project and general corporate needs. In recent months, WRN emphasized permitting progress and technical leadership enhancements, with mixed but often constructive market reactions. Investors may focus on execution of the financing, regulatory approvals, and how efficiently the new capital advances Casino through key milestones.

Key Terms

bought deal, short form prospectus, registration statement, form f-10, +4 more

8 terms

bought deal financial

"the Underwriters have agreed to purchase, on a bought deal basis, 12,048,400"

A bought deal is a type of securities offering where an investment bank agrees to purchase the entire share or bond issue from a company up front and then resells it to investors, acting like a wholesaler who guarantees the sale. For investors, it matters because it gives the company fast, certain access to cash while potentially signaling pricing pressure or dilution—meaning the shares may be sold at a discount and existing holders could see their ownership reduced.

short form prospectus regulatory

"The Offering will be made by way of a short form prospectus (together with any"

A short form prospectus is a condensed legal document that gives investors the key facts about a company’s new securities offering—such as the offering size, price range, main financial highlights, and principal risks—without repeating full historical disclosures. It matters because it speeds up and simplifies the process of buying newly issued stock or bonds while still giving investors a focused “fact sheet” to compare the deal’s terms and risks, much like a product brochure that complements an existing full manual.

registration statement regulatory

"in the United States pursuant to a prospectus filed as part of a registration statement on Form F-10"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

form f-10 regulatory

"prospectus filed as part of a registration statement on Form F-10 (together with"

Form F-10 is a standardized prospectus document filed with Canadian securities regulators when a Canadian company offers shares or other securities to the public. It lays out the company’s business, financial results, management, and risks—like a detailed product label that helps investors compare what they’re buying and understand potential downsides. For investors, the form matters because it provides the core information needed to evaluate the safety, value and terms of a public securities offering.

multi-jurisdictional disclosure system regulatory

"under the Canada/U.S. multi-jurisdictional disclosure system."

A multi-jurisdictional disclosure system is a coordinated filing and publication process that lets companies share required financial, regulatory, or corporate information across several legal regions at once. Think of it like posting the same important notice on multiple community bulletin boards simultaneously so everyone who needs it — investors, regulators, and markets in different countries — sees the same, timely details. For investors this matters because it reduces delays and inconsistencies, making it easier to compare risks and make informed decisions when securities trade in more than one place.

over-allotment option financial

"the over-allotment option to be granted to the Underwriters, the necessary"

An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.

sedar+ regulatory

"The Prospectus is available on SEDAR+ at www.sedarplus.ca."

SEDAR+ is Canada’s centralized online system where publicly traded companies submit required regulatory documents such as financial reports, prospectuses and disclosure statements. It gives investors a single, searchable place — like a public library or online filing cabinet — to check a company’s official records for transparency, compare performance, and verify material information before making investment decisions.

edgar regulatory

"The Registration Statement is available on EDGAR at www.sec.gov."

EDGAR is a system used by companies to share important financial and business information with the public. It functions like an online filing cabinet where investors can access official reports and documents that help them understand a company's financial health and operations. This transparency allows investors to make more informed decisions, much like checking a company's report card before investing.

AI-generated analysis. Not financial advice.

VANCOUVER, BC, Feb. 11, 2026 /PRNewswire/ - Western Copper and Gold Corporation (TSX: WRN) (NYSE: WRN) (the "Company") is pleased to announce it has entered into an 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, 12,048,400 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$50,000,860 (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 1,807,260 Common Shares of the Offering. If this option is exercised in full, an additional C$7,500,129 in gross proceeds will be raised pursuant to the Offering and the aggregate gross proceeds of the Offering will be approximately C$57,500,989.

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

For more information, please contact:

Cameron Magee
Director, Investor Relations & Corporate Development
Western Copper and Gold Corporation
437-219-5576 or cmagee@westerncopperandgold.com

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.

View original content:https://www.prnewswire.com/news-releases/western-copper-and-gold-announces-c50-million-bought-deal-financing-302685689.html

SOURCE Western Copper and Gold Corporation

FAQ

What is the size and price of the Western Copper and Gold (WRN) bought deal financing announced February 11, 2026?

The offering is for 12,048,400 shares at C$4.15 per share, totaling about C$50.0 million gross. According to the company, an underwriter option can add 1,807,260 shares for up to C$7.5 million, raising aggregate gross proceeds to C$57.5 million.

How will Western Copper and Gold (WRN) use the proceeds from the C$50 million financing?

Net proceeds will advance permitting and engineering work at the Casino Project and support general corporate and working capital needs. According to the company, funds are specifically allocated to progress permitting and engineering activity in the Yukon.

When will the Western Copper and Gold (WRN) offering close and what approvals are required?

The offering is scheduled to close on or about February 26, 2026, pending customary conditions. According to the company, closing requires receipt of approvals including the Toronto Stock Exchange and NYSE American and other applicable securities regulatory authorities.

Is the Western Copper and Gold (WRN) U.S. registration effective for the bought deal offering?

No, the Registration Statement has been filed with the SEC but is not yet effective, so shares cannot be sold until effectiveness. According to the company, offers or sales cannot occur prior to the Registration Statement becoming effective in the United States.

What does the underwriters' over-allotment option mean for WRN shareholders?

The underwriters have a 30-day option to purchase up to 1,807,260 additional shares, potentially increasing gross proceeds by C$7.5 million. According to the company, exercise of the option would raise aggregate gross proceeds to approximately C$57.5 million.