LAKEWOOD, Colo., Dec. 1, 2016 /CNW/ -- Pershing Gold
Corporation (NASDAQ: PGLC) (TSX: PGLC) (FWB: 7PG1) ("Pershing Gold"
or the "Company"), the emerging Nevada gold producer advancing the Relief
Canyon mine, today announced that it intends to offer and sell
shares of its common stock in an underwritten public offering. All
of the shares of common stock to be sold in the offering will be
offered by Pershing Gold. Pershing Gold also intends to grant the
underwriters a 45-day option to purchase additional shares of its
common stock in an amount up to 15% of the shares sold in the
offering on the same terms and conditions to cover over-allotments.
The proposed offering is subject to market and other conditions,
and there can be no assurance as to whether or when the offering
may be completed, or as to the actual size or terms of the
offering.
Pershing Gold intends to use the net proceeds from the offering
for advancing the Relief Canyon project, capital expenditures,
working capital and general corporate purposes.
Laidlaw & Company (UK) Ltd. will act as the sole
book-running manager for the offering.
A registration statement relating to these securities was
previously filed on Form S-3 (File No. 333-211910) with the
Securities and Exchange Commission (the "SEC"), and was declared
effective by the SEC on June 29,
2016. The offering will be made only by means of a written
prospectus and prospectus supplement that form a part of the
registration statement. A preliminary prospectus supplement and
accompanying prospectus relating to the offering will be filed with
the SEC and will be available on the SEC's website located at
www.sec.gov. Electronic copies of the preliminary prospectus
supplement and the accompanying prospectus, when available, may
also be obtained from Laidlaw & Company (UK) Ltd., Attention:
Syndicate Department, 546 Fifth Avenue, New York, NY 10036, by telephone at (212)
953-4900 or by email at syndicate@laidlawltd.com.
The Company shall apply to list the shares of common stock to be
issued pursuant to the offering on NASDAQ and the Toronto Stock
Exchange ("TSX"). For the purposes of TSX approval, the Company
intends to rely on the exemption set forth in Section 602.1 of the
TSX Company Manual, which provides that the TSX will not apply its
standards to certain transactions involving eligible inter-listed
issuers.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About Pershing Gold Corporation
Pershing Gold is an
emerging gold producer whose primary asset is the Relief
Canyon Mine in Pershing County,
Nevada. Relief Canyon includes three historic open-pit mines
and a state-of-the-art, fully permitted and constructed heap-leach
processing facility. Pershing Gold is currently permitted to resume
mining at Relief Canyon under the existing Plan of Operations.
Pershing Gold's landholdings cover approximately 25,000 acres
that include the Relief Canyon Mine asset and lands surrounding the
mine in all directions. This land package provides Pershing Gold
with the opportunity to expand the Relief Canyon Mine deposit and
to explore and make new discoveries on nearby lands.
Forward-Looking Statements
This press release contains
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995 and applicable Canadian
securities laws regarding the proposed public offering. The
offering is subject to market and other conditions and there can be
no assurance as to whether or when the offering may be completed or
as to the actual size or terms of the offering. These
forward-looking statements are subject to risks and uncertainties
that may cause actual results to differ materially, including
market conditions, risks associated with the cash requirements of
our business and other risks detailed from time to time in our
filings with the SEC and on SEDAR at www.sedar.com, and represent
our views only as of the date they are made and should not be
relied upon as representing our views as of any subsequent date. We
assume no obligation to update any forward-looking statements
contained or reference in this press release.
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SOURCE Pershing Gold Corporation