TORONTO, ONTARIO--(Marketwired - June 8, 2017) -
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.
Sprott Inc. (TSX:SII) ("Sprott") announced today that it has filed a preliminary short form prospectus with the securities regulatory authorities in each of the provinces of Canada, except Québec, in connection with a proposed marketed secondary offering of 18,000,000 common shares (the "Offering") from 2176423 Ontario Ltd., a company controlled by Eric Sprott (the "Selling Shareholder"). The Offering is being made through a syndicate of underwriters led by TD Securities Inc.
Concurrent with the Offering, the Selling Shareholder intends to enter into an agreement to sell, on a non-brokered private placement basis (the "Private Placement"), 7,500,000 common shares on the same terms as the Offering to the Sprott Inc. 2011 Employee Profit Sharing Plan Trust. Sprott will not receive any proceeds from the Offering or the Private Placement. All proceeds will be payable to the Selling Shareholder.
Concurrent with the Offering and the Private Placement, Sprott will repurchase 5,000,000 common shares from the Selling Shareholder for cancellation (the "Exempt Issuer Bid").
"This offering is the final stage of Eric Sprott's succession process and allows us to make a significant amount of stock available to both Sprott employees and new investors," said Peter Grosskopf, CEO of Sprott. "That said, Eric is committed to precious metals investing and will remain one of our largest clients. He will continue to be a significant shareholder and hold the title of Chairman Emeritus."
"Sprott has a long history of returning capital to shareholders and, concurrent with this offering, we will be repurchasing five million shares for cancellation," added Mr. Grosskopf. "We also expect to continue repurchasing shares in the second half of 2017 through our Normal Course Issuer Bid."
Incrementally to the 2011 Employee Profit Sharing Plan Trust purchases, Sprott employees are expected to be participants in the Offering.
The closing of the Offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the Toronto Stock Exchange. No securities regulatory authority has either approved or disapproved of the contents of this news release.
This press release is not an offer of securities for sale in the United States. The Shares being offered have not been and will not be registered under the United States Securities Act of 1933 and accordingly are not being offered for sale and may not be offered, sold or delivered, directly or indirectly within the United States, its possessions and other areas subject to its jurisdiction or to, or for the account or for the benefit of a U.S. person, except pursuant to an exemption from the registration requirements of that Act.
About Sprott Inc.
Sprott is an alternative asset manager and a global leader in precious metal and real asset investments. Through its subsidiaries in Canada, the US and Asia, the company is dedicated to providing investors with best-in-class investment strategies that include Exchange Listed Products, Alternative Asset Management and Private Resource Investments. The company also operates Merchant Banking and Brokerage businesses in both Canada and the US. Sprott is based in Toronto with offices in New York, Carlsbad and Vancouver and its common shares are listed on the Toronto Stock Exchange under the symbol (TSX:SII). For more information, please visit www.sprottinc.com.
For further details of each of the above matters, please refer to the Circular filed on the System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com.
Source: Sprott Inc.
Forward-Looking Information and Statements
This news release contains certain forward-looking information and statements (collectively referred to herein as "Forward-Looking Statements") within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify Forward-Looking Statements. In particular, but without limiting the forgoing this news release contains Forward-Looking Statements pertaining to: (i) closing of the Offering, Private Placement and Exempt Issuer Bid, (ii) the repurchase of shares through Sprott's Normal Course Issuer Bid and (iii) Eric Sprott's succession process.
Forward-Looking Statements are based on a number of expectations or assumptions, which have been used to develop such information and statements but which may prove to be incorrect, including, but not limited to the fact that all required approvals will be received for the Offering, Private Placement and Exempt Issuer Bid. Although the Company believes the expectations and assumptions reflected in such Forward-Looking Statements are reasonable, undue reliance should not be placed on Forward-Looking Statements because the Company can give no assurance that such expectations and assumptions will prove to be correct. The Forward-Looking Statements included in this news release are not guarantees of future performance and should not be unduly relied upon. Such information and statements, including the assumptions made in respect thereof, involve known and unknown risks, uncertainties and other factors, which may cause actual results or events to differ materially from those anticipated in such Forward Looking Statements, including, without limitation, the Offering, Private Placement and Exempt Issuer Bid not proceeding as expected as a result of conditions of the Offering not being satisfied or any such transactions being terminated (ii) those risks listed under the heading "Risk Factors" in the Company's annual information form dated March 1, 2017; (iii) those risks disclosed under the heading "Managing Risk" in the Company's MD&A for the three months ended March 31, 2017; and (iv) other risks, which are beyond the control of the Company or its subsidiaries. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the Forward-Looking Statements prove incorrect, actual results, performance or achievements could vary materially from those expressed or implied by the Forward-Looking Statements contained in this news release. In addition, the payment of dividends is not guaranteed and the amount and timing of any dividends payable by the Company will be at the discretion of the Board of Directors of the Company and will be established on the basis of the Company's earnings, the satisfaction of solvency tests imposed by applicable corporate law for the declaration and payment of dividends, and other relevant factors.
The Forward-Looking Statements contained in this news release speak only as of the date of this news release, and the Company does not assume any obligation to publicly update or revise any of the included Forward-Looking Statements, whether as a result of new information, future events or otherwise, except as may be expressly required by applicable securities laws.