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Mitsubishi Materials boosts stake as Western Copper & Gold (TSX: WRN) extends rights deal

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(Neutral)
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(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Western Copper and Gold has strengthened its strategic partnership with Mitsubishi Materials by entering into an amended and restated investor rights agreement. The agreement extends Mitsubishi Materials’ rights and obligations to November 30, 2028, conditional on it acquiring 1.2 million common shares of Western through open market purchases.

These purchases will be non-dilutive because Western will not issue new shares. Once completed, Mitsubishi Materials’ ownership is expected to return to approximately 5%, reinforcing its role as a key strategic partner as Western advances the Casino copper-gold project in the Yukon.

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Insights

Non-dilutive share purchases deepen a key strategic partnership.

The agreement extends Mitsubishi Materials’ investor rights to November 30, 2028, contingent on acquiring 1.2 million Western Copper and Gold shares in the open market. Because no new shares are issued, existing shareholders avoid dilution from this step-up in ownership.

Mitsubishi Materials’ stake returning to about 5% signals ongoing alignment around the Casino Project. The arrangement formalizes long-term cooperation but does not itself change project economics; its real importance depends on future project milestones and any additional support Mitsubishi Materials may provide, which are not detailed here.

Investor rights agreement term Until November 30, 2028 Extended term of amended and restated agreement
Planned share purchases 1.2 million common shares Mitsubishi Materials open market acquisitions condition
Target ownership Approximately 5% Mitsubishi Materials ownership in Western after purchases
investor rights agreement financial
"Western has entered into an amended and restated investor rights agreement with Mitsubishi Materials"
A legally binding contract between a company and its investors that spells out investors’ core protections and privileges—such as voting rights, how and when shares can be sold, information access, and steps for resolving disputes. Think of it like a rulebook or homeowner association agreement for ownership: it clarifies who gets a say, how value can be realized, and what protections exist if things go wrong, making investment risks and expectations clearer for shareholders.
strategic partnership financial
"Western Copper and Gold and Mitsubishi Materials Strengthen Strategic Partnership"
An agreement between two or more independent companies to work together on specific goals—such as developing products, entering new markets, or sharing technology—while each company keeps its own identity. For investors, a strategic partnership can be like neighboring shops pooling resources to attract more customers: it can speed growth, lower costs or risks, and change a company’s future revenue or competitive position, so announcements often affect stock expectations.
open market purchases financial
"subject to Mitsubishi Materials acquiring 1.2 million common shares of the Company through open market purchases"
Open market purchases are buys of a company’s shares (or other securities) made on public exchanges at prevailing market prices rather than through private deals. For investors this matters because when a company buys back its own stock it reduces the number of shares available, which can boost per-share earnings and often signals management’s confidence; it also affects supply, demand and short-term liquidity much like someone quietly buying up items from a crowded marketplace.
forward-looking statements regulatory
"This news release includes certain "forward-looking information" and "forward-looking statements""
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
greenfield copper-gold mining projects technical
"one of the most economic greenfield copper-gold mining projects in the world"

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FAQ

What did Western Copper and Gold (WRN) announce in its June 2026 6-K?
Western Copper and Gold announced an amended and restated investor rights agreement with Mitsubishi Materials, extending their strategic partnership and related rights to November 30, 2028, conditional on Mitsubishi Materials buying 1.2 million WRN shares in the open market.

How many Western Copper and Gold shares will Mitsubishi Materials purchase?
Mitsubishi Materials plans to acquire 1.2 million common shares of Western Copper and Gold through open market purchases. These are existing shares bought from current holders, so the transaction does not involve new share issuance by the company and avoids dilution.

Will Western Copper and Gold shareholders be diluted by Mitsubishi Materials’ new share purchases?
Shareholders will not be diluted by these purchases. Western Copper and Gold states that Mitsubishi Materials will buy 1.2 million shares in the open market, meaning the company issues no new shares and the total share count remains unchanged by this transaction.

What ownership level will Mitsubishi Materials have in Western Copper and Gold after the purchases?
After completing the planned open market purchases, Mitsubishi Materials’ ownership in Western Copper and Gold is expected to return to approximately 5%. This stake reflects its continued role as a strategic partner in advancing the company’s Casino copper-gold project in the Yukon.

Until when is the amended investor rights agreement between Western Copper and Gold and Mitsubishi Materials effective?
The amended and restated investor rights agreement between Western Copper and Gold and Mitsubishi Materials extends the parties’ rights and obligations until November 30, 2028. This extension is subject to Mitsubishi Materials completing the planned acquisition of 1.2 million common shares in the market.

How does this agreement relate to Western Copper and Gold’s Casino Project?
The agreement reinforces Mitsubishi Materials as a strategic partner while Western Copper and Gold advances the Casino copper-gold project in Yukon. Management highlights Mitsubishi Materials’ long-term conviction in the project, framing the extended partnership as support for ongoing development efforts at this greenfield mine.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of June 2026

Commission File Number: 001-35075

WESTERN COPPER AND GOLD CORPORATION
(Translation of registrant's name into English)

Suite 907 – 1030 West Georgia Street,
Vancouver, BC, Canada V6E 2Y3
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

[   ] Form 20-F   [ x ]  Form 40-F

SUBMITTED HEREWITH

Exhibits

Exhibit   Description
     
99.1   News Release dated June 15, 2026

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

  Western Copper and Gold Corporation
  (Registrant)
     
Date: June 15, 2026 By: /s/ Sandeep Singh
    Sandeep Singh
     
  Title: President & Chief Executive Officer


NEWS RELEASE
TSX: WRN
NYSE American: WRN

June 15, 2026

Western Copper and Gold and Mitsubishi Materials
Strengthen Strategic Partnership

Vancouver, B.C. Western Copper and Gold Corporation ("Western" or the "Company") (TSX: WRN; NYSE American: WRN) is pleased to announce a further strengthening of its strategic partnership with Mitsubishi Materials Corporation ("Mitsubishi Materials").

Further to its news release dated June 4, 2026, Western has entered into an amended and restated investor rights agreement with Mitsubishi Materials, most notably extending the rights and obligations thereunder until November 30, 2028, subject to Mitsubishi Materials acquiring 1.2 million common shares of the Company through open market purchases. These purchases will be non-dilutive to existing shareholders, as no new shares will be issued by the Company. Upon completion, Mitsubishi Materials' ownership in Western will return to approximately 5%.

"Mitsubishi Materials continues to demonstrate their long-term conviction in Western and the Casino Project," said Sandeep Singh, President & CEO. "We greatly value their involvement and feel it is mutually beneficial to extend the relationship."

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.

For more information, visit www.westerncopperandgold.com.

On behalf of the board,

"Sandeep Singh"

Sandeep Singh

President and CEO

Western Copper and Gold Corporation

   
westerncopperandgold.com 1

NEWS RELEASE

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 includes certain "forward-looking information" and "forward-looking statements" (collectively "forward-looking statements") within the meaning of applicable Canadian and United States securities legislation including the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements are made as of the date of this news release. Forward-looking statements are frequently, but not always, identified by words such as "expects", "anticipates", "believes", "plans", "projects", "intends", "estimates", "envisages", "potential", "possible", "strategy", "goals", "opportunities", "objectives", or variations thereof or stating that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved, or the negative of any of these terms and similar expressions. Such forward-looking statements herein include statements regarding Mitsubishi Materials' acquisition of additional common shares of the Company through open market purchases, the anticipated resulting equity ownership of Mitsubishi Materials in the Company following completion of the purchases, the continued strategic partnership between Western and Mitsubishi Materials, and the continued advancement of the Casino Project.

Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual events to be materially different from those expressed or implied by such statements. Such factors include but are not limited to the risk of unforeseen challenges in advancing the Casino Project, potential impacts on operational continuity, changes in general market conditions that could affect the Company's performance, and other risks and uncertainties disclosed in the Company's annual information form and Form 40-F for the most recently completed financial year and its other publicly filed disclosure documents.

Forward-looking statements are based on assumptions management believes to be reasonable, such assumptions and factors as set out herein, and in the Company's annual information form and Form 40-F for the most recently completed financial year and its other publicly filed disclosure documents.

Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, other factors may cause results to be materially different from those anticipated, described, estimated, assessed or intended. These forward-looking statements represent the Company's views as of the date of this news release. There can be no assurance that any forward-looking statements will be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company does not intend to and does not assume any obligation to update forward-looking statements other than as required by applicable law.

   
westerncopperandgold.com 2

Source: View Original Filing on SEC EDGAR

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