BOISE, Idaho, Aug. 17, 2021 /CNW/ - Perpetua Resources
Corp. (Nasdaq: PPTA) (TSX: PPTA) ("Perpetua Resources" or the
"Company") today announced the completion of its previously
announced underwritten marketed public offering in the United States and Canada. The
Company has issued 9,523,810 common shares at a price to the public
of US$5.25 per share for gross
proceeds of US$50 million in
connection with the offering (the "Offering"), which was led by B.
Riley Securities, Inc. and Cantor Fitzgerald Canada Corporation,
each acting as joint book-running managers. The Company has granted
the underwriters a 30-day over-allotment option to purchase up to
an additional 1,428,572 common shares.
The Company expects to use the net proceeds of the Offering to
continue permitting, early restoration and field operations,
engineering and design at the Stibnite Gold Project and for general
corporate purposes.
Paulson & Co. Inc. ("Paulson") purchased 3,835,810 common
shares as part of the Offering to maintain its pro rata interest of
40.276% of outstanding common shares, pursuant to Paulson's
contractual participation right under the amended and restated
investor rights agreement dated March 17,
2020, among Paulson, Idaho Gold Resources Company, LLC (a
subsidiary of Perpetua Resources) and the Company. By virtue of the
participation of Paulson, an insider of the Company, the Offering
constituted a "related party transaction" under Multilateral
Instrument 61-101 Protection of Minority Security Holders in
Special Transactions ("MI 61-101"). The Company relied on
exemptions from the formal valuation and minority shareholder
approval requirements of MI 61-101 pursuant to subsections 5.5(a)
and 5.7(1)(a) thereunder.
In connection with the Offering, Perpetua Resources filed a
prospectus supplement dated August 13,
2021 to its base shelf prospectus dated April 1, 2021 to offer securities in each of the
provinces of Canada, except
Quebec. The base shelf prospectus
was filed with, and declared effective by, the U.S. Securities and
Exchange Commission as part of a registration statement on Form
F-10 under the U.S.-Canada
multijurisdictional disclosure system. A U.S. version of the
prospectus supplement has also been filed with the SEC. The
Offering is being made in Canada
only by means of the base shelf prospectus and prospectus
supplement and in the United
States only by means of the registration statement on Form
F-10. Such documents contain important information about the
Offering. Prospective investors should read the base shelf
prospectus and the prospectus supplement and the registration
statement on Form F-10 before making an investment decision.
Copies of the base shelf prospectus and the prospectus
supplement can be found on SEDAR at www.sedar.com, and a copy of
the registration statement and U.S. prospectus supplement can be
found on EDGAR at www.sec.gov. Copies of such documents may also be
obtained by contacting the Company or any of the following sources:
B. Riley Securities, Inc. at (703) 312-9580 or by emailing
prospectuses@brileyfin.com, Cantor Fitzgerald Canada Corporation in
Canada, by emailing
ecmcanada@cantor.com, or Cantor Fitzgerald & Co. in the U.S.,
by emailing prospectus@cantor.com.
No securities regulatory authority has either approved or
disapproved the contents of this press release. This press 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 province, state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such province, state
or jurisdiction.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS OR
INFORMATION
Certain statements contained in this news release constitute
forward-looking statements or "forward-looking information" within
the meaning of applicable Canadian and United States securities laws
("forward-looking statements"). Often, but not always,
forward-looking statements can be identified by the use of words
such as "plans", "expects" or "does not expect", "is expected",
"budget", "scheduled", "estimates", "forecasts", "intends",
"anticipates" or "does not anticipate", or "believes", or describes
a "goal", or variation of such words and phrases or state that
certain actions, events or results "may", "could", "would", "might"
or "will" be taken, occur or be achieved. Forward-looking
statements in this news release include, but are not limited to,
information and statements regarding: including plans to supply a
portion of the expected antimony production from the Stibnite Gold
Project to Ambri Inc.; and the anticipated use of proceeds from the
Offering.
Forward-looking statements are neither historical facts nor
assurances of future performance, instead they reflect the
Company's beliefs and assumptions based on information available at
the time the statements were made. Actual results or events may
differ from those predicted in these forward-looking statements.
The Company does not undertake any obligation to update or revise
any forward-looking statement, whether as a result of new
information, future events or otherwise. All of the Company's
forward-looking statements are qualified by the assumptions that
are stated or inherent in such forward-looking statements,
including the assumptions listed below. Although the Company
believes that these assumptions are reasonable, this list is not
exhaustive of factors that may affect any of the forward-looking
statements. The key assumptions that have been made in connection
with the forward-looking statements include the following: there
being sufficient investor demand for the Offering; economic and
market conditions being conducive to the Offering on the timeline
currently anticipated; the impact of COVID-19 on the business of
the Company; the regulatory regime governing the business of the
Company; the operations of the Company; the growth of the Company's
business; the integration of technology; and the impact of
litigation on the Company.
Forward-looking statements involve known and unknown risks,
future events, conditions, uncertainties and other factors that may
cause actual results, performances or achievements to be materially
different from any future results, predictions, projections,
forecasts, performances or achievements expressed or implied by the
forward-looking statements. Such factors include, among others, the
following: risks related to the Company's business and financial
position; fluctuations in the market price of the company's common
shares; that the Company may not be able to accurately predict its
rate of growth and profitability; the risk that the parties may not
come to final agreement upon volume, pricing and/or other terms or
conditions necessary in order to complete the supply of antimony
produced from the Stibnite Gold Project to Ambri Inc. on mutually
acceptable terms; risks of either party being unable to fulfill the
terms of the Agreement by virtue of delays and/or other hindrances
to reaching production on the part of Perpetua Resources and/or
commercialization on the part of Ambri Inc., as applicable; the
failure of the Company to use any of the proceeds received from the
Offering in a manner consistent with current expectations; and
other unforeseen events, developments, or factors causing any of
the aforesaid expectations, assumptions, and other factors
ultimately being inaccurate or irrelevant and those factors
discussed in greater detail under the "Risk Factors" section of the
Preliminary Prospectus Supplement and our Annual Information Form
dated March 15, 2021 for the year
ended December 31, 2020, each
available under the Company's profile on SEDAR at www.sedar.com and
on EDGAR at www.sec.gov, and should be considered carefully by
prospective investors.
If any of these risks or uncertainties materialize, or if the
opinions, estimates or assumptions underlying the forward-looking
information prove incorrect, actual results or future events might
vary materially from those anticipated in the forward-looking
information. Although the Company has attempted to identify
important factors that could cause actual actions, events or
results to differ materially from those described in
forward-looking statements, there may be other factors that cause
actions, events or results not to be as anticipated, estimated or
intended. There can be no assurance that forward-looking statements
will prove to 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 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 in accordance with
applicable securities laws.
About Perpetua Resources and the Stibnite Gold
Project
Perpetua Resources Corp., through its wholly owned
subsidiaries, is focused on the exploration, site restoration and
redevelopment of gold-antimony-silver deposits in the
Stibnite-Yellow Pine district of central Idaho that are encompassed by the Stibnite
Gold Project. The Project is one of the highest-grade, open
pit gold deposits in the United
States and is designed to apply a modern, responsible mining
approach to restore an abandoned mine site and produce both gold
and the only mined source of antimony in the United States. Further advancing Perpetua
Resources' ESG and sustainable mining goals, the Project will be
powered by the lowest carbon emissions grid in the nation and a
portion of the antimony produced from the Project will be supplied
to Ambri Inc., a U.S.-based company commercializing a low-cost
liquid metal battery essential for the low-carbon energy
transition. In addition to the Company's commitments to
transparency, accountability, environmental stewardship, safety and
community engagement, Perpetua Resources adopted formal ESG
commitments which can be found here.
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SOURCE Perpetua Resources Corp.