Western Potash Corp. to Raise Up to $40,000,200 Through Private Placement Offerings
Western Potash Corp. (the "Company") announced that it has entered into an agreement with Mackie Research Capital Corporation and Scotia Capital Markets Inc. whereby they have agreed to act as co-lead underwriters (the "Underwriters"), and will purchase, on a bought deal basis, 18,182,000 units of the Company (the "Units") at a price of $1.10 per Unit, for gross proceeds to the Company of $20,000,200 (the "Bought Deal Offering"). In addition the Underwriters shall concurrently offer, on a best-efforts basis, $20,000,000 in Units of Western Potash (the "Best-Efforts Offering" and, together with the Bought-Deal Offering, the "Offering"). The gross proceeds to the Company from the Offering will be up to $40,000,200.
The Company has granted the Underwriters the option, but not the obligation, exercisable at any time up to and including 48 hours prior to the closing of the Offering (the "Closing") to increase the size of the Offering by up to 15% (the "Over-allotment Option).
Each Unit shall consist of one common share of the Company (the "Common Shares") and one-half of one Common Share purchase warrant (the "Warrants"). Each whole Warrant shall entitle the holder to purchase one Common Share of the Company at an exercise price of $1.75 at any time up to 30 months after the Closing of the Offering.
The Units will be offered by way of private placement exemptions from prospectus requirements in such provinces of Canada or other jurisdictions as the Underwriters may designate. The securities to be issued under the Offering will have a hold period of four months from closing.
The Offering is scheduled to close on or about December 14, 2010 or as otherwise determined by the Parties and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange.
The proceeds received by the Company from the sale of the Units will be used to advance the Company's Milestone Potash Development Project located in the Province of Saskatchewan and for general working capital purposes.
In consideration for their services, the Underwriters will receive a cash commission of 6.0% of the gross proceeds of the Offering. In addition, the Underwriters will receive non-transferable common share purchase warrants (the "Compensation Warrants") exercisable at a price of $1.10 per Compensation Warrant at any time up to 36 months from Closing to purchase Units of the Company in an amount equal to 7.0 % of the number of Units sold in the Offering, including any Units sold pursuant to the exercise of the Over-allotment Option.
The Company will make an application to list its common shares for trading on the Toronto Stock Exchange within 30 days of Closing, but there is no assurance that such an application will be approved by the Toronto Stock Exchange.
The Company would like to thank Lockwood Financial Ltd. of Montreal, Quebec, for its advice and assistance with these financial and strategic matters and in assisting the Company in determining the appropriate course of action for fast tracking the development of the Milestone Potash Development Project. A finder's fee will be payable to Lockwood Financial Ltd. in cash or securities of the company in relation to this transaction.
This news release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, "U.S. persons," as such term is defined in Regulation S under the U.S. Securities Act, unless an exemption from such registration is available.
Cautions Regarding Forward-Looking Statements
This news release contains forward-looking statements regarding our intentions and plans. The forward-looking statements that are contained in this news release are based on various assumptions and estimates by the Company and involve a number of risks and uncertainties. As a consequence, actual results may differ materially from results forecast or suggested in these forward-looking statements and readers should not place undue reliance on forward-looking statements. We caution you that such forward-looking statements involve known and unknown risks and uncertainties, as discussed in the Company's filings with Canadian securities agencies. Various factors may prevent or delay our plans, including but not limited to, contractor availability and performance, weather, access, mineral prices, success and failure of the exploration and development carried out at various stages of the program, and general business, economic, competitive, political and social conditions. The Company expressly disclaims any obligation to update any forward-looking statements, except as required by applicable securities laws.
ON BEHALF OF THE BOARD OF DIRECTORS
J. Patricio Varas,
President and CEO
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.