New Pacific Metals Corp. (TSX: NUAG; NYSE American: NEWP)
(“
New Pacific” or the “
Company”)
announced today that it has closed (the "
Closing")
the bought deal financing that was previously announced on
September 25, 2023. A total of 13,208,000 common shares of the
Company (the “
Offered Shares”) were sold under the
Offering (as defined below) at a price of C$2.65 per Offered Share
(the “
Issue Price”) for total gross proceeds of
approximately C$35 million (the “
Offering”). The
Offering was co-led by Raymond James Ltd. and Eight Capital
(together, the “
Co-Lead Underwriters”), on behalf
of a syndicate of underwriters (collectively with the Co-Lead
Underwriters, the “
Underwriters”), pursuant to the
terms of an underwriting agreement between the Company and the
Underwriters dated September 26, 2023 (the "
Underwriting
Agreement").
Silvercorp Metals Inc.
(“Silvercorp”) participated in the Offering by
subscribing for 2,541,890 Offered Shares, representing
approximately US$5 million in gross proceeds (approximately C$6.7
million). As of the Closing, Silvercorp owns, directly and
indirectly, approximately 27.4% of the outstanding common shares of
the Company (the "Common Shares"). Silvercorp is a
related party of the Company for the purposes of National
Instrument 61-101 — Protection of Minority Security Holders in
Special Transactions (“NI 61-101”) and the
acquisition by Silvercorp of Offered Shares pursuant to the
Offering was a related party transaction. The acquisition by
Silvercorp of Offered Shares pursuant to the Offering was exempt
from the valuation and minority approval requirements of NI 61-101
pursuant to the exemptions in Sections 5.5(a) and 5.7(a) of NI
61-101.
Pan American Silver Corp. (“Pan
American”) participated in the Offering by subscribing for
5,083,780 Offered Shares, representing approximately US$10 million
in gross proceeds (approximately C$13.5 million). As of the
Closing, Pan American owns, directly and indirectly, approximately
11.6% of the outstanding Common Shares.
The Offering was completed by way of a
prospectus supplement (the “Prospectus
Supplement”) dated September 26, 2023 to the Company’s
short form base shelf prospectus dated August 16, 2023 (the
“Base Shelf Prospectus”). Copies of the Prospectus
Supplement and Base Shelf Prospectus are available under the
Company's profile on the System for Electronic Data Analysis and
Retrieval + ("SEDAR+") at www.sedarplus.ca.
The Company intends to use the net proceeds of
the Offering to advance exploration and development at the
Company’s Silver Sand and Carangas projects and for operating
expenses, as disclosed in the Prospectus Supplement.
No securities regulatory authority has either
approved or disapproved of the contents of this news release.The
Offered Shares issued pursuant to the Offering have not been, and
will not be, registered under the United States Securities Act of
1933, as amended (the “U.S. Securities Act”), or
the securities laws of any state of the United States, and may not
be offered or sold in the United States or to, or for the account
or benefit of, U.S. persons absent U.S. registration or an
applicable exemption from the U.S. registration requirements. This
news release shall not constitute an offer to sell or the
solicitation of an offer to buy Common Shares in any jurisdiction,
nor shall there be any sale of the Common Shares in any
jurisdiction in which such offer, solicitation or sale would be
unlawful.
ABOUT NEW PACIFIC
New Pacific is a Canadian exploration and
development company with precious metal projects in Bolivia,
including the Company’s flagship project, the Silver Sand Silver
Project, the Company’s recently discovered Carangas Silver-Gold
Project and the Company’s third project, the Silverstrike
Silver-Gold Project.
For further information, please
contact:
Andrew Williams, Chief Executive OfficerNew
Pacific Metals Corp.Phone: (604) 633-1368 Ext. 2361750-1066
Hastings Street, Vancouver, BC V6E 3X1, CanadaU.S. & Canada
toll-free: 1-877-631-0593E-mail: invest@newpacificmetals.comFor
additional information and to receive company news by e-mail,
please register using New Pacific’s website at
www.newpacificmetals.com.
CAUTIONARY NOTE REGARDING
FORWARD-LOOKING INFORMATION
Certain of the statements and information in
this news release constitute “forward-looking statements” within
the meaning of the United States Private Securities Litigation
Reform Act of 1995 and “forward- looking information” within the
meaning of applicable Canadian securities laws. Any statements or
information that express or involve discussions with respect to
predictions, expectations, beliefs, plans, projections, objectives,
assumptions or future events or performance (often, but not always,
using words or phrases such as “expects”, “is expected”,
“anticipates”, “believes”, “plans”, “projects”, “estimates”,
“assumes”, “intends”, “strategies”, “targets”, “goals”,
“forecasts”, “objectives”, “budgets”, “schedules”, “potential” 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) are not statements of historical fact and may be
forward-looking statements or information. Such statements include,
but are not limited to, statements regarding the expected use of
net proceeds of the Offering.
Forward-looking statements or information are
subject to a variety of known and unknown risks, uncertainties and
other factors that could cause actual events or results to differ
from those reflected in the forward-looking statements or
information, including, without limitation, risks relating to the
Company's ability to use the net proceeds of the Offering in the
manner intended and other factors described under the heading “Risk
Factors” in the Company’s annual information form for the year
ended June 30, 2023 (the “AIF”), its management discussion and
analysis for the year ended June 30, 2023 (the “MD&A”) and the
Company's other public filings. This list is not exhaustive of the
factors that may affect any of the Company’s forward-looking
statements or information.
The forward-looking statements are necessarily
based on a number of estimates, assumptions, beliefs, expectations
and opinions of management as of the date of this news release
that, while considered reasonable by management, are inherently
subject to significant business, economic and competitive
uncertainties and contingencies. These estimates, assumptions,
beliefs, expectations and opinions include, but are not limited to
the expectation that the Company will be able to use the net
proceeds of the Offering in the manner intended and other factors
described under the heading “Risk Factors” in the AIF, the MD&A
and the Company's other public filings. This list is not exhaustive
of the estimates, assumptions, beliefs, expectations and opinions
underlying the Company’s forward-looking statements or
information.
Although the forward-looking statements
contained in this news release are based upon what management
believes are reasonable assumptions, there can be no assurance that
actual results will be consistent with these forward-looking
statements. All forward-looking statements in this news release are
qualified by these cautionary statements. Accordingly, readers
should not place undue reliance on such statements. Other than
specifically required by applicable laws, the Company is under no
obligation and expressly disclaims any such obligation to update or
alter the forward-looking statements whether as a result of new
information, future events or otherwise except as may be required
by law. These forward-looking statements are made as of the date of
this news release.
CAUTIONARY NOTE TO US
INVESTORS
This news release has been prepared in
accordance with the requirements of the securities laws in effect
in Canada which differ from the requirements of United States
securities laws. All mining terms used herein but not otherwise
defined have the meanings set forth in NI 43-101. Unless otherwise
indicated, the technical and scientific disclosure herein has been
prepared in accordance with NI 43-101, which differs significantly
from the requirements adopted by the United States Securities and
Exchange Commission.
Accordingly, information contained in this news
release containing descriptions of the Company’s mineral deposits
may not be comparable to similar information made public by U.S.
companies subject to the reporting and disclosure requirements of
United States federal securities laws and the rules and regulations
thereunder.
Additional information relating to the Company,
including the Company’s annual information form, can be obtained
under the Company’s profile on SEDAR+ at www.sedarplus.ca, on EDGAR
at www.sec.gov, and on the Company’s website at
www.newpacificmetals.com.
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