Polaris Minerals Announces $15 Million Bought Deal Financing
June 3, 2013
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
VANCOUVER, British Columbia - Polaris Minerals Corporation (the "Company") (TSX:PLS) announces that it has entered into an agreement with Dundee Securities Ltd. ("Dundee") who, together with GMP Securities L.P. (collectively, the "Underwriters"), has agreed to purchase, on a bought deal basis, 11,500,000 Common shares of the Company (each a "Common Share") at a price of $1.31 per share (the "Offering"). In addition, the Company has granted the Underwriters an over-allotment option to purchase up to an additional 1,725,000 Common Shares, exercisable at any time up to 30 days from the closing of the Offering at $1.31 per share (the "Option"). In the event that the Option is exercised in its entirety, the aggregate gross proceeds of the Offering will be approximately $17.3 million.
The Company plans to use the net proceeds from the Offering to repay in full the Company's outstanding Senior Secured Notes in the principal amount of $8.1 million carrying a 12% interest rate, to pursue the entry for its products into Southern California through the development of its leased site in the Port of Long Beach, and for general corporate purposes.
The Common Shares will be offered by way of a short form prospectus to be filed in all of the provinces of Canada, except Quebec, pursuant to National Instrument 44-101 - Short Form Prospectus Distributions and in the United States on a private placement basis pursuant to a exemptions from the registration requirements of the United States Securities Act of 1933, as amended.
The Offering is scheduled to close on or about June 25, 2013 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 securities regulatory authorities.
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 securities in any state in which such offer, solicitation or sale would be unlawful. The securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
The Company's statutory filings are available at www.sedar.com as well as the Company's website, www.polarmin.com.
Polaris Minerals Corporation is exclusively focused on the development of quarries and the production of construction aggregates in British Columbia for marine transport to urban markets on the Pacific coasts of North America to meet growing local supply deficits. In 2007, Polaris began shipping sand and gravel from the Orca Quarry to San Francisco Bay, Vancouver and Hawaii.
For further information, please contact:
Herb Wilson, President and CEO
Polaris Minerals Corporation
Tel: (604) 915-5000
Cautionary Note Regarding Forward Looking Statements
This press release contains "forward-looking statements" and "forward-looking information" within the meaning of applicable securities laws. These statements and information appear in this document and include estimates, forecasts, information and statements as to management's expectations with respect to, among other things the use of proceeds including repayment of the Senior Secured Notes, the future financial or operating performance of the Company, costs and timing of the development of the construction aggregate quarry, the timing and amount of estimated future production, costs of production, capital and operating expenditures, requirements for additional capital, government regulation of quarrying operations, environmental risks, reclamation expenses, and title disputes. Often, but not always, forward-looking statements and information can be identified by the use of words such as "may", "will", "should", "plans", "expects", "intends", "anticipates", "believes", "budget", and "scheduled" or the negative thereof or variations thereon or similar terminology. Forward-looking statements and information are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Readers are cautioned that any such forward-looking statements and information are not guarantees and there can be no assurance that such statements and information will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations are disclosed under the heading "Risks and Uncertainties" in the Company's Annual Report and under the heading "Risk Factors" in the Company's Annual Information Form (AIF) in respect of its financial year-ended December 31, 2012, both of which are filed with Canadian regulators on SEDAR (www.sedar.com). The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements and information whether as a result of new information, future events or otherwise. All written and oral forward-looking statements and information attributable to us or persons acting on our behalf are expressly qualified in their entirety by the foregoing cautionary statements.