New Pacific Metals Announces C$35 Million Bought Deal Financing
New Pacific Metals Announces C$35 Million Bought Deal Financing
Not for Distribution in the United States or to U.S. Newswire Services
Vancouver, British Columbia – September 25, 2023 – New Pacific Metals Corp. (TSX: NUAG; NYSE
American: NEWP) (“ New Pacific ” or the “ Company”) announced today that it has entered into an
agreement with Raymond James Ltd. and Eight Capital (the “ Co-Lead Underwriters”), on behalf of a
syndicate of underwriters (together with the Co-Lead Underwriters, the “Underwriters”), pursuant to which
the Underwriters have agreed to purchase, on a bought deal basis , 13,208,000 common shares of the
Company (the “Common Shares”) at a price of C$2.65 per Common Share, for total gross proceeds of
approximately C$35 million (the “ Offering”). The Company will also grant to the Underwriters an over -
allotment option (the “ Over-Allotment Option”) to purchase up to 1,981,200 additional Common Shares
(the “Over-Allotment Shares”). The Over -Allotment Option will be exercisable for a period of 30 days
following closing.
Silvercorp Metals Inc. (“Silvercorp”) has indicated its intent to participate in the Offering by subscribing to
2,541,890 Common Shares representing approxi mately US$5 million in gross proceeds (approximately
C$6.7 million). Upon completion of the Offering, Silvercorp will own, directly and indirectly, approximately
27.4% of the outstanding Common Shares of the Company assuming the Over-Allotment is not exercised.
In addition, Pan American Silver Corp. (“ Pan American ”) has indicated its intent to participate in the
Offering by subscribing to 5,083,780 Common Shares representing approximately US$10 million in gross
proceeds (approximately C$13.5 million). Upon completion of the Offering, Pan American will own, directly
and indirectly, approximately 11.6% of the outstanding Common Shares of the Company assuming the
Over-Allotment is not exercised.
The Common Shares will be offered in all of the provinces of Can ada, except the province of Québec, by
way of a prospectus supplement (the “ Supplement”) to the Company’s existing short form base shelf
prospectus dated August 16, 2023 (the “Base Shelf Prospectus”) and may also be offered by way of
private placement in the United States, pursuant to registration exemptions.
The net proceeds of the Offering will be used to advance exploration and development at the Company’s
Silver Sand and Carangas projects, for working capital, and for general corporate purposes.
The Offering is expected to close on or about September 29, 2023, and is subject to New Pacific receiving
all necessary regulatory approvals, including the approval of the Toronto Stock Exchange and the Common
Shares having been approved for listing on the NYSE American.
No securities regulatory authority has either approved or disapproved of the contents of this news release.
The Common Shares being offered 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, sold or delivered, directly or indirectly, in the United States or to or
for the account or benefit of U.S. per sons, absent registration or an exemption from the registration
requirements of the U.S. Securities Act and applicable state securities laws. 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.
Silvercorp is a related party of the Company for the purposes of National Instrument 61 -101 — Protection
of M inority Security Holders in Special Transactions (“NI 61 -101”) and the acquisition by Silvercorp of
Common Shares pursuant to the Offering is a related party transaction. The acquisition by Silvercorp of
Common Shares pursuant to the Offering is 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.
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 Officer
New Pacific Metals Corp.
Phone: (604) 633-1368 Ext. 236
1750-1066 Hastings Street, Vancouver, BC V6E 3X1, Canada
U.S. & Canada toll-free: 1-877-631-0593
E-mail: [email protected]
For 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”, “bu dgets”, “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 stat ements of historical fact and may be forward -looking statements or information.
Such statements include, but are not limited to, statements regarding: anticipated closing date for the
Offering, existing shareholder participation in the Offering, receipt of regulatory approvals for the Offering,
the potential exercise of the over-allotment option, and the expected use of proceeds of the Offering.
Risks relating to legal, political, environmental, or other factors that could materially affect the potential
development of the mineral resources or mineral reserves include political and economic risks in Bolivia,
the regulatory environment in Bolivia, community relations and social licence to operate, acquisition and
maintenance of permits and Government approvals, operations and explorations subject to Governmental
regulations, impact of environmental laws and regulations, environmental protection, title to mineral
properties, outcome of future litigation or regulatory actions, and other factors described under the heading
“Risk Factors” in the Company’s annual information form for the year ended June 30, 2023 (“AIF”), its
management discussion and analysis for the year ended June 30, 2023 (“MD&A”) and its other public filings
which are incorporated by reference hereto. This list is not exhaustive of the factors that may affect the
mineral resources or mineral reserves.
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: global economic
and social impact of COVID -19; fluctuating equity prices, bond prices, commodity pric es; calculation of
resources, reserves and mineralization, general economic conditions, foreign exchange risks, interest rate
risk, foreign investment risk; loss of key personnel; conflicts of interest; dependence on management,
uncertainties relating to t he availability and costs of financing needed in the future, environmental risks,
operations and political conditions, the regulatory environment in Bolivia and Canada, risks associated with
community relations and corporate social responsibility, and othe r factors described under the heading
“Risk Factors” in the Company’s AIF, MD&A and its 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, eco nomic and competitive
uncertainties and contingencies. These estimates, assumptions, beliefs, expectations and options include,
but are not limited to, those related to the Company’s ability to carry on current and future operations,
including: the duratio n and effects of COVID -19 on our operations and workforce; development and
exploration activities; the timing, extent, duration and economic viability of such operations; the accuracy
and reliability of estimates, projections, forecasts, studies and assessments; the Company’s ability to meet
or achieve estimates, projections and forecasts; the stabilization of the political climate in Bolivia; the
Company’s ability to obtain and maintain social license at its mineral properties; the availability and cost of
inputs; the price and market for outputs; foreign exchange rates; taxation levels; the timely receipt of
necessary approvals or permits, including the ratification and approval of the Mining Production Contract
with the Corporacion Minera de Bolivia (“COMIBOL”) by the Plurinational Legislative Assembly of Bolivia;
the abilIty of the Company’s Bolivian partner to convert the exploration licenses at the Carangas Project to
administrative mining contracts; the ability to meet current and future obligations; the ability to obtain timely
financing on reasonable terms when required; the current and future social, economic and political
conditions; and other assumptions and factors generally associated with the mining industry.
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 hav e 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.