23:46:19 EDT Tue 15 Jul 2025
Enter Symbol
or Name
USA
CA



Perpetua Resources Corp
Symbol PPTA
Shares Issued 71,543,442
Close 2025-06-12 C$ 17.85
Market Cap C$ 1,277,050,440
Recent Sedar Documents

Perpetua Resources increases financing to $325M (U.S.)

2025-06-12 19:16 ET - News Release

Mr. Chris Fogg reports

PERPETUA RESOURCES ANNOUNCES UPSIZING OF PREVIOUSLY ANNOUNCED BOUGHT DEAL PUBLIC OFFERING OF COMMON SHARES

Perpetua Resources Corp., as a result of excess demand, has agreed with the syndicate of underwriters led by National Bank of Canada Financial Markets and BMO Capital Markets, on behalf of themselves and a syndicate of underwriters, to increase the size of its previously announced bought deal financing. Perpetua Resources will now issue 24,622,000 common shares, no par value, of the company at a price of $13.20 (U.S.) per common share for aggregate gross proceeds of approximately $325-million (U.S.). National Bank of Canada Financial Markets and BMO Capital Markets are acting as joint lead bookrunning managers for the offering. In connection with the offering, Paulson & Co. Inc. has entered into an agreement to purchase $100-million (U.S.) of common shares in a private placement at the offering price.

Perpetua Resources has also granted the underwriters an option to purchase up to an additional 3,693,300 common shares, representing up to 15 per cent of the number of common shares to be sold pursuant to the offering. The underwriters have 30 days from the closing of the offering to exercise the option. In connection with the offering, an underwriting agreement has been entered into by and among Perpetua Resources, National Bank of Canada Financial Markets and BMO Capital Markets as representatives of the several underwriters. In the event that the option is exercised in full, the aggregate gross proceeds of the offering will be approximately $374-million (U.S.).

The company intends to use the proceeds of the offering and the private placement as part of a comprehensive financing package for the development of the company's Stibnite gold project in conjunction with the previously announced application for up to $2-billion (U.S.) in project financing submitted to the Export-Import Bank of the United States (EXIM) in May, 2025. The company intends to designate the proceeds of the offering and the private placement toward equity requirements for the EXIM debt financing, with any additional funds intended to support exploration activities, working capital and general corporate purposes. EXIM's due diligence on the company's application is continuing and is conditional upon successfully completing the due diligence and underwriting process. If the due diligence process is successful, the company anticipates closing the debt financing in 2026. The offering is expected to close on or about June 16, 2025. Closing of the offering will be subject to a number of customary conditions to be included in the underwriting agreement.

The offering to the public in the United States is being made pursuant to the company's effective shelf registration statement on Form S-3 (file No. 333-266071), including a base prospectus, previously filed with the U.S. Securities and Exchange Commission (SEC). The offering in the United States will be made only by means of a prospectus and related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended. You may obtain these documents for free by visiting EDGAR. Alternatively, copies of the U.S. registration statement, preliminary prospectus supplement and base prospectus may be obtained from National Bank of Canada Financial Markets, 130 King St. W (fourth floor podium), Toronto, Ont., M5X 1J9, by e-mail at NBF-Syndication@bnc.ca or by telephone at 416-869-8414. The offering may also be conducted in Canada and in offshore jurisdictions on a private placement basis in accordance with applicable securities laws. The company intends to rely on the exemption in Section 602.1 of the Toronto Stock Exchange company manual in respect of the offering and the private placement as an eligible interlisted issuer.

The private placement is expected to close concurrently with the closing of the offering and is subject to customary conditions, including the completion of the offering, but the offering is not contingent upon the consummation of the private placement. The sale of the common shares under the private placement will not be registered under the Securities Act of 1933, as amended. Since neither the fair market value of the common shares to be acquired by Paulson (an insider of the company), nor the consideration for the common shares paid by Paulson, exceeds 25 per cent of the company's market capitalization as calculated in accordance with Multilateral Instrument 61-101 (as defined below), the private placement is exempt from the formal valuation and minority approval requirements of MI 61-101, Protection of Minority Security Holders in Special Transactions, pursuant to subsections 5.5(a) and 5.7(1)(a) of MI 61-101.

About Perpetua Resources Corp.

Perpetua Resources, 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 Stibnite gold 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. Perpetua Resources has been awarded a technology investment agreement of $59.2-million (U.S.) in Defense Production Act Title III funding to advance construction readiness and permitting of the Stibnite gold project. Antimony trisulphide from Stibnite is the only known domestic reserves of antimony that can meet U.S. defence needs for many small arms, munitions and missile types.

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