Osisko Development Corp. Announces CDN $23 Million "Bought Deal" Private Placement of Flow-Through Shares
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
OSISKO DEVELOPMENT CORP. ANNOUNCES CDN $23 MILLION "BOUGHT
DEAL" PRIVATE PLACEMENT OF FLOW-THROUGH SHARES
Montréal, February 16, 2021 – Osisko Development Corp. ( "Osisko Development " or the
"Corporation") (ODV: TSX -V) is pleased to announce that it has entered into an engagement
agreement as of February 16, 2021 with Eight Capital, on behalf of a syndicate of underwriters
(collectively, the "Underwriters"), pursuant to which the Underwriters have agreed to purchase, on
a "bought deal" private placement basis , an aggregate of : (i) 884,000 flow-through shares of the
Corporation (the "FT Shares") at a price of CDN $9.05 per FT Share; and (ii) 1,334,500 charity flow-
through shares of the Corporation (the " Charity FT Shares" and, together with the FT Shares, the
"Offered Shares") at a price of CDN $11.24 per Charity FT Share (together, the "Offering"), for
aggregate gross proceeds of approximately CDN $23 million. The Offered Share s will qualify as
"flow-through shares" (within the meaning of subsection 66(15) of the Income Tax Act (Canada)). In
addition, the Underwriters have been granted an option, exercisable in whole or in part up to 48 hours
prior to the closing of the Offering , to purchase up to 15% of the number of Offered Shares at their
respective issue price.
Sean Roosen, Chief Executive Officer of Osisko Development, commented: "This flow -through
financing allows us to aggressively expand our exploration drilling program on existing targets in the
immediate area of the Cariboo Gold Project and define new discoveries in this prospective land
package. Outside of Cariboo, we believe that there are several quality drill -ready targets requiring
first pass drilling."
The gross proceeds from the issue and sale of the Offered Shares will be used by the Corporation
to incur eligible "Canadian exploration expenses" that will qualify as "flow -through mining
expenditures" as such terms are defined in the Income Tax Act (Canada) (the " Qualifying
Expenditures") related to the Cariboo Gold Project and other Canadian exploration assets of the
Corporation. All Qualifying Expenditures will be renounced in favour of the subscribers of the Offered
Shares effective December 31, 2021.
The Offering is expected to close on or about March 18, 2021, and is subject to certain conditions
including, but not limited to, regulatory approvals, including conditional listing approval of the TSX
Venture Exchange (the "Exchange"). The Offered Shares to be issued under the Offering will be
subject to a hold period in Canada expir ing four months and one day from the closing date of the
Offering.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any
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
prior to registration under the U.S. Securities Act of 1933 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 well -capitalized and uniquely positioned as a premier gold development
company in North 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, is Osisko Development 's flagship asset with measured and indicated
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resource of 21.44 Mt at 4.6 Au g/t for a total of 3.2 million ounces of gold and inferred resource of 21.69 Mt
at 3.9 Au g/t 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 second half of 2021. 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 as well as the
Guerrero Properties located in Mexico.
For further information about Osisko Development Corp., please contact:
Sean Roosen, CEO
Telephone: (514) 940-0685
Email: [email protected]
Jean Francois Lemonde, VP Investors Relations
Telephone: (514) 299-4926
Email: [email protected]
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Cautionary Note Regarding Forward-Looking Information
Certain statements contained in this 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 forw ard‐looking statements. Forward ‐looking statements are not
guarantees of performance. Words such as "may", "will", "would", "could", "expect", "believe", "plan",
"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. Information 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
Shares will be offered or sold, the number of Offered Shares offered or sold, the ability of Osisko
Development to close the Offering on terms announced (if at all) , the timing and ability of the
Corporation to satisfy the customary listing conditions of the Exchange (if at all), the timing and ability
of the Corporation to obtain all necessary approvals, the tax treatment of the securities issued under
the Offering under the Income Tax Act (Canada), the timing to renounce all Qualifying Expenditures
in favour of the subscribers (if at all), is based upon certain material assumptions that were applied in
drawing a conclusion or making a forecast or projection, includin g management's perceptions of
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current market conditions, the future prospects of Osisko Development, historical trends, current
conditions and expected future developments, as well as other considerations that are believed to be
appropriate in the circumst ances. 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 the Filing
Statement available electronically on SEDAR (www.sedar.com) under Osisko Development's issuer
profile. The forward ‐looking state ments 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 Exchange nor its Regulation Services Provider (as that term is defined in the
policies of the 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.