Osisko Development Announces Upsize of "Bought Deal" Private Placement to $90 Million
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
OSISKO DEVELOPMENT ANNOUNCES UPSIZE OF
"BOUGHT DEAL" PRIVATE PLACEMENT TO $90 MILLION
Montréal, February 9, 2022 – Osisko Development Corp. (" Osisko Development " or the
"Company") (TSXV: ODV) is pleased to announce, further to its previously-announced "bought deal"
private placement, that it has entered into an amended letter of engagement with Eight Capital, under
which Eight Capital, acting as co-lead underwriter and joint bookrunner with BMO Nesbitt Burns Inc.
and National Bank Financial Inc., and on behalf of a syndicate of underwriters including Canaccord
Genuity Corp., RBC Capital Markets, PI Financial Corp. and Desjardins Securities Inc. (collectively,
the "Underwriters"), has now agreed to purchase, on a "bought deal" private placement basis, an
aggregate of 20,225,000 subscription receipts of the Company (the "Subscription Receipts") and/or
units of the Company (the "Units" and, together with the Subscription Receipts, the " Offered
Securities") at a price of $4.45 per Offered Security (the "Issue Price"), for aggregate gross proceeds
of $90,001,250 (the "Offering").
Each Unit will be comprised of one common share of the Company ( each, a "Common Share") and
one common share purchase warrant ( each, a " Warrant"), with each Warrant entitling the holder
thereof to purchase one additional Common Share at a price of $7.60 per Common Share for a period
of 60 months following the closing date of the Offering.
Each Subscription Receipt will entitle the holder thereof to receive, upon the satisfaction of the Escrow
Release Condition (as defined below), and without payment of additional consideration, one Unit.
The Company has granted the Underwriters an option, exercisable in whole or in part up to 48 hours
prior to the closing of the Offering, to purchase up to an additional aggregate amount of 3,033,750
Subscription Receipts and/or Units at the Issue Price, for additional gross proceeds of up to
$13,500,187.50.
The gross proceeds from the sale of the Subscription Receipts , net of expenses of the Underwriters
and 50% of the commissions payable to the Underwriters in respect of the Subscription Receipts, will
be placed into escrow and will be released immediately prior to the completion of the Company's
proposed acquisition of Tintic Consolidated Metals LLC (" Tintic"), as described in the press release
of the Company dated January 25, 2022 (the " Tintic Acquisition ") (the "Escrow Release
Condition"). If the Escrow Release Condition is not satisfied prior to the date that is 90 days from the
closing of the Offering, the escrowed proceeds of the Offering will be returned to the holders of the
Subscription Receipts.
The Company intends to use the net proceeds of the Offering to advance the development of the
Company's mineral assets, including the Cariboo Gold Project, the San Antonio Gold Project and
properties held by Tintic assuming the completion of the Tintic Acquisition, and for general corporate
purposes.
The closing date of the Offering is expected to occur on or about March 2, 2022, and is subject to
certain conditions including, but not limited to, the receipt of all necessary approvals, including the
conditional approval from the TSX Venture Exchange. The securities issued pursuant to the Offering
will be subject to applicable hold periods, including the typical four month hold period from the date of
closing of the Offering.
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This news release does not constitute an offer to sell or a solicitation of an offer to buy a ny
securities in the United States or any other jurisdiction. No securities may be offered or sold
in the United States or in any other jurisdiction in which such offer or sale would be unlawful
absent registration under the U.S. Securities Act of 1933 , as amended, or an exemption
therefrom or qualification under the securities laws of such other jurisdiction or an exemption
therefrom.
About Osisko Development Corp.
Osisko Development Corp. is uniquely positioned as a premier gold development company in N orth
America to advance the Cariboo Gold Project and other Canadian and Mexican properties, with the
objective of becoming the next mid- tier gold producer. The Cariboo Gold Project, located in central
British Columbia, Canada, is Osisko Development's flags hip asset with measured and indicated
resource of 21.44 million tonnes at 4.6 g/t Au for a total of 3.2 million ounces of gold and inferred
resource of 21.69 million tonnes at 3.9 g/t Au for a total of 2.7 million ounces of gold. The considerable
exploration potential at depth and along strike distinguishes the Cariboo Gold Project relative to other
development assets as does the historically low, all-in discovery costs of US$19 per ounce. The
Cariboo Gold Project is advancing through permitting as a 4,750 tonnes per day underground
operation with a feasibility study on track for completion in the first half of 2022. Osisko Development's
project pipeline is complemented by potential near-term production targeted from the San Antonio
Gold Project, located in Sonora, Mexico and early exploration stage properties including the Coulon
Project and James Bay Properties located in Québec, Canada as well as the Guerrero Properties
located in Guerrero, Mexico.
For further information about Osisko Development Corp., please contact:
Sean Roosen, CEO
Telephone: (514) 940-0685
Email: [email protected]
Jean Francois Lemonde, VP Investor Relations
Telephone: (514) 299-4926
Email: [email protected]
Follow us on our Social Media Platforms:
Facebook:
https://www.facebook.com/osiskodev
Linked In:
http://www.linkedin.com/company/osisko-dev
Youtube:
https://www.youtube.com/channel/UC-1LPPhZ9WZnOuWsf6mRWhw
Twitter:
https://twitter.com/OsiskoDev
Cautionary Note Regarding Forward-looking Information
Certain statements contained in th is news release may be deemed "forward ‐looking statements"
within the meaning of applicable Canadian securities laws. These forward ‐looking statements, by
their nature, require Osisko Development to make certain assumptions and necessarily involve known
and unknown risks and uncertainties that could cause actual results to differ materially from those
expressed or implied in these forward ‐looking st atements. Forward‐ looking statements are not
guarantees of performance. Words such as "may", "will", "would", "could", "expect", "believe", "plan",
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"anticipate", "intend", "estimate", "continue", or the negative or comparable terminology, as well as
terms usually used in the future and the conditional, are intended to identify forward ‐looking
statements. Informati on contained in forward ‐looking statements, including with respect to the
expected size of the Offering, the use of proceeds of the Offering, the jurisdictions in which the Offered
Securities will be offered or sold, the number of Offered Securities offered or sold, the ability of Osisko
Development to close the Offering on terms announced (if at all), the timing and ability of Osisko
Development to satisfy the customary listing conditions of the TSX Venture Exchange (if at all), the
timing and abili ty of Osisko Development to complete the Tintic Acquisition and satisfy the Escrow
Release Condition (if at all), the timing and ability of Osisko Development to obtain all necessary
approvals in respect of the Offering and the Tintic Acquisition, future p roduction of mines, is based
upon certain material assumptions that were applied in drawing a conclusion or making a forecast or
projection, including management's perceptions of historical trends, current conditions and expected
future developments, publi c disclosure from operators of the relevant mines, as well as other
considerations that are believed to be appropriate in the circumstances. Osisko Development
considers its assumptions to be reasonable based on information currently available, but cautions the
reader that their assumptions regarding future events, many of which are beyond the control of Osisko
Development, may ultimately prove to be incorrect since they are subject to risks and uncertainties
that affect Osisko Development, and its business. For additional information with respect to these and
other factors and assumptions underlying the forward-looking statements made in this news release
concerning Osisko Development, see: (i) the news release announcing the Tintic Acquisition dated
January 25, 2022; and (ii) the filing statement dated November 20, 2020, both of which are available
electronically under Osisko Development's issuer profile on SEDAR (www.sedar.com). The forward‐
looking statements set forth herein concerning Osisko Development reflect management's
expectations as at the date of this news release and are subject to change after such date. Osisko
Development disclaims any intention or obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise, other than as required by law.
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 news release. No stock exchange, securities commission or other regulatory
authority has approved or disapproved the information contained herein.