Osisko Announces Filing of Final Short Form Prospectus IN Connection with $300 Million "Bought Deal" Financing of Debentures
OSISKO ANNOUNCES FILING OF FINAL SHORT FORM PROSPECTUS IN
CONNECTION WITH $300 MILLION "BOUGHT DEAL" FINANCING OF DEBENTURES
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION TO UNITED STATES
(Montréal, October 27, 2017) Osisko Gold Royalties Ltd (OR:TSX & NYSE) (the "Corporation"
or "Osisko") is pleased to announce that it has filed a final short form prospectus in each of the
provinces of Canada and obtained a receipt from the Autorité des marchés financiers (the
"Receipt") to qualify the distribution of convertible senior unsecured debentures of the
Corporation (the "Debentures") in an aggregate principal amount of C$ 184 million (the "Public
Offering"). The Public Offering forms part of the larger offering by the Corporation of C$ 300
million aggregate amount of Debentures (the " Offering"), of which C$1 16 million aggregate
principal amoun t of Debentures will be offered on a private placement basis (the "Private
Offering"), including C$16 million aggregate principal amount of Debentures pursuant to an
over-allotment option, which has been exercised in full by the underwriters of the Offering.
The Debentures will bear interest at a rate of 4.00% per annum, payable semi -annually on June
30 and December 31 each year, commencing on June 30, 2018, and will be convertible at the
holder's option into common shares in the capital of the Corpo ration ("Common Shares") at a
conversion price equal to C$22.89 per Common Share (representing a conversion premium of
approximately 40% to the reference price of C$16.35 and a conversion rate of 43.6872
Common Shares per C$1,000 principal amount of Debent ures). In addition, the Debentures will
mature on December 31, 2022 and may be redeemed by Osisko, in certain circumstances, on
or after December 31, 2020.
As a result of obtaining the Receipt, the Offering is expected to close on or about November 3,
2017, subject to the satisfaction of customary closing conditions, including required stock
exchange approvals.
Copies of the final short form prospectus and documents incorporated by reference therein can
be obtained on request from the Corporate Secretary of Osisko by sending a written request to
1100 avenue des Canadiens -de-Montréal, Suite 300, Montréal, Québec, Canada, H3B 2S2
(Telephone: (514) 940-0670), and are available electronically on SEDAR under Osisko's issuer
profile at www.sedar.com.
The securities offered have not been and will not be registered under the U.S. Securities Act of
1933 and may not be offered or sold in the United States absent registration or an applicable
exemption from the registration requirements of such Act. This news release shall not constitute
an offer to sell or the solicitation of an offer to buy securities in any jurisdiction.
About Osisko Gold Royalties Ltd
Osisko Gold Royalties Ltd is an intermediate precious metal royalty company focused on the
Americas that commenced activities in June 2014. Osisko holds a North American focused
portfolio of over 130 royalties, streams and precious metal offtakes. Osisko's portfolio is
anchored by five cornerstone assets, inc luding a 5% NSR royalty on the Canadian Malartic
mine, which is the largest gold mine in Canada. Osisko also owns a portfolio of publicly held
resource companies, including a 15. 6% interest in Osisko Mining Inc., a 12.8% interest in
Osisko Metals Incorporated, a 13.3% interest in Falco Resources Ltd. and a 32.8% interest in
Barkerville Gold Mines Ltd.
Osisko's head office is located at 1100 Avenue des Canadiens -de Montréal, Suite 300,
Montréal, Québec, H3B 2S2.
Forward-looking statements
This press release contains certain forward -looking statements with respect to Osisko. These forward -looking
statements, by their nature, require Osisko to make certain assumptions and necessarily involve known and unknown
risks and uncertainties that could cause ac tual results to differ materially from those expressed or implied in these
forward-looking statements. Forward -looking statements are not guarantees of performance. In this press release,
these forward -looking statements include information about the curre nt expectations of Osisko with respect to the
closing date of the Offering, the timing and ability of the Corporation to satisfy the conditions precedent to closing the
Offering, the receipt of regulatory approvals, including final approval of the Toronto Stock Exchange and the New
York Stock Exchange, the option of the underwriters to increase the amount of the Private Offering, the expected use
of proceeds of the Offering, and the Corporation's business strategy and financial condition. 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 s tatements. Information contained in forward -looking statements is based upon certain material
assumptions that were applied in drawing a conclusion or making a forecast or projection, including the ability and
timing of Osisko to obtain regulatory approvals, management's perceptions of historical trends, current conditions and
expected future developments, as well as other considerations that are believed to be appropriate in the
circumstances. Osisko considers its assumptions to be reasonable based on info rmation currently available, but
cautions the reader that its assumptions regarding future events, many of which are beyond the control of Osisko,
may ultimately prove to be incorrect since they are subject to risks and uncertainties that affect Osisko and its
business.
For additional information with respect to these and other factors and assumptions underlying the forward ‐looking
statements made in this press release, see the section entitled "Risk Factors" in the most recent Annual Information
Form of Osisko which is filed with the Canadian securities commissions and available electronically under Osisko's
issuer profile o n SEDAR at www.sedar.com and with the U.S. Securities and Exchange Commission and available
electronically under Osisko's issuer profile on EDGAR at www.sec.gov. The forward ‐ looking i nformation set forth
herein reflects Osisko's expectations as at the date of this press release and is subject to change after such date.
Osisko 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.
For further information, please contact Osisko Gold Royalties Ltd:
Vincent Metcalfe
Vice President, Investor Relations
Tel. (514) 940-0670
Joseph de la Plante
Vice President, Corporate Development
Tel. (514) 940-0670