New Pacific Metals Corp. Announces Bought Deal Financing (C$25 Million) Pan American Silver Corp. Announces a Concurrent Block Trade (C$47 Million)
PRESS RELEASE
Not for distribution to U.S. news wire services or dissemination in the United States.
NEW PACIFIC METALS CORP. ANNOUNCES BOUGHT DEAL
FINANCING (C$25 MILLION)
PAN AMERICAN SILVER CORP. ANNOUNCES A CONCURRENT BLOCK TRADE (C$47 MILLION)
Vancouver, British Columbia (May 19, 2020) – New Pacific Metals Corp. (TSX -V: NUAG) (“New
Pacific” or the “ Company”) and Pan American Silver Corp. (NASDAQ: PAAS) (TSX: PAAS) (“Pan
American”) have announced concurrent offerings. New Pacific has announced today that it has entered
into an agreement with BMO Capital Markets (“BMO”) as sole underwriter, under which BMO has
agreed to buy on bought deal basis 4, 238,000 common shares (the “Common Shares”), at a price of
C$5.90 per Comm on Share for gross proceeds of approximately C$25 million (the “Offering”). The
Company has granted BMO an option, exercisable at the offering price for a period of 30 days following
the closing of the Offering, to purchase up to an additional 15% of the O ffering to cover over -
allotments, if any. The Offering is expected to close on or about June 9, 2020 and is subject to the
Company receiving all necessary regulatory and stock exchange approvals.
The net proceeds of the Offering will be used to advance exploration and development at the
Company’s wholly-owned Silver Sand project, for working capital, and for general corporate purposes.
The Common Shares will be offered by way of a short form prospectus in each of the prov inces of
Canada, excluding Quebec and may also be offered by way of private placement in the United States.
In connection with the Offering and in a separate transaction, Pan American has sold to BMO
8,000,000 common shares of New Pacific that it h eld at the same price per common share as under
the Offering (the “Concurrent Block Trade”). These common shares will be resold to the public by
BMO. The Concurrent Block Trade is expected to close on or about May 21, 2020.
Upon completion of the Concurrent B lock Trade, Pan American will own, directly or indirectly,
14,724,068 common shares of New Pacific, representing an approximate 9.7% ownership interest in
the Company, assuming the over-allotment option is not exercised.
Dr. Mark Cruise, Chief Executive O fficer of New Pacific said, “Pan American has been supportive of
the Company and the Silver Sand project since inception. Pan American will continue to have
representation on our Board of Directors and be a significant shareholder, demonstrating their
continued commitment to the project. The concurrent capital infusion will enable the Company to
continue to explore and advance our Silver Sand deposit in addition to focus on new targets within the
emerging silver district and regionally.”
Michael Steinmann, President and Chief Executive Officer of Pan American said, “Silver Sand is an
exciting discovery and New Pacific has done excellent work advancing the project to the initial resource
stage. This transaction presented a timely opportunity for Pa n American to further strengthen our
balance sheet by realizing gains on part of our investment in New Pacific, while maintaining a
significant interest and commitment to the future of the project.”
The securities offered have not been registered under th e U.S. Securities Act of 1933, as amended,
and may not be offered or sold in the United States absent registration or an applicable exemption from
the registration requirements. This press release shall not constitute an offer to sell or the solicitation o f
an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
Pan American Early Warning Report Information
Prior to the Concurrent Block Trade, Pan American held approximately 22,724,068 common shares of
New Pacific, representing approximately 15.4% of the total number of issued and outstanding common
shares on a non-diluted basis, and approximately 14.7% of the issued and outstanding common shares
of New Pacific on a fully-diluted basis. Immediately following the Block Trade, Pan American directly
owned 14,724,068 common shares, representing approximately 9.96% of the total number of issued
and outstanding common shares of New Pacific on a non-diluted basis, and approximately 9.6% of the
issued and outstanding common shares of New Pacific on a fully-diluted basis.
Pan American’s sale of the New Pacific common shares was made for investment purposes and it
may, in the future, dispose of additional common shares of New Pacific, or acquire ownership and
control over additional common shares of New Pacific for investment purposes.
The foregoing disclosure regarding Pan American’s holdings is being disseminated pursuant to
National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider
Reporting Issues. A copy of the early warning report will be filed on the System for Electronic
Document Analysis and Review (SEDAR) under New Pacific's profile at www.sedar.com and may be
obtained by contacting Ms. Siren Fisekci, VP, Investor Relations for Pan American, at 604 -684-1175.
About New Pacific
New Pacific is a Canadian exploration and development company which owns the Silver Sand Project
in Potosí Department, Bolivia and the Tagish Lake gold project in Yukon, Canada.
About Pan American
Pan American owns and operates silver and gold mines located
in Mexico, Peru, Canada, Argentina and Bolivia. We also own the Escobal mine in Guatemala that is
currently not operating. As the world's second largest primary silver producer with the largest silver
reserve base globally, we provide enhanced exposure to silver in addition to a diversified portfolio of
gold producing assets. Pan American has a 25 -year history of operating in Latin America, earning an
industry-leading reputation for corporate social responsibility, operational excellence and prudent
financial management. We are headquartered in Vancouver, B.C. and our shares trade on NASDAQ
and the Toronto Stock Exchange under the symbol "PAAS".
For further information, contact:
New Pacific Metals Corp.
Gordon Neal
President
Phone: (604) 633-1368
Fax: (604) 669-9387
www.newpacificmetals.com
Pan American Silver Corp.
Siren Fisekci
VP, Investor Relations & Corporate Communications
Phone: (604) 806-3191
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.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION
Certain of the statements and information in this news release constitute “forward -looking information”
within the meaning of applicable Canadian provincial 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”, “budgets”, “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 statements of historical fact and m ay be forward -looking statements or information. Such
statements include obtaining required regulatory and stock exchange approvals required for the
Offering; completion of the Offering; the closing date of the Offering; the use of proceeds from the
Offering; the exercise of the over -allotment option granted to BMO; completion of the Concurrent Block
Trade; and the closing date of the Concurrent Block Trade.
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 prices;
calculation of resources, reserves and mineralization, foreign exchange risks, interest rate risk, foreign
investment risk; loss of key personnel; conflicts of interest; dependence on management and others.
This list is not exhaustive of the factors that may affect any of the Company’s forward -looking
statements or information. Forward -looking statements or information are statements about the future
and are inherently uncertain, and actual achievements of the Company or other future events or
conditions may differ materially from those reflected in the forward -looking statements or information
due to a variety of risks, uncertainties and other factors, including, without limitation, those referred to
in the Company’s Annual Information Form for the year ended June 30, 2019 under the heading “Risk
Factors”. Although the Company has attempted to identify important factors that could cause actual
results to differ materially, there may be other factors that cau se results not to be as anticipated,
estimated, described or intended. Accordingly, readers should not place undue reliance on forward -
looking statements or information.
The Company’s forward -looking statements or information are based on the assumptions, beliefs,
expectations and opinions of management as of the date of this news release, and other than as
required by applicable securities laws, the Company does not assume any obligation to update
forward-looking statements or information if circumstances or management’s assumptions, beliefs,
expectations or opinions should change, or changes in any other events affecting such statements or
information. For the reasons set forth above, investors should not place undue reliance on forward -
looking statements or information.