TORONTO, Dec. 5, 2012 /CNW/ - Sprott Resource Corp. (TSX: SCP) - Sprott Resource Corp. ("SRC") announced today that, through Sprott Resource Partnership ("SRP"), it holds 16,144,746 common shares of Potash Ridge Corporation ("Potash Ridge"), which based on information contained in documents publically filed by Potash Ridge, represents approximately 19.9% of the total issued and outstanding common shares of Potash Ridge (the "Potash Shares").
Pursuant to Potash Ridge's previously announced initial public offering (the "Offering"), which closed on December 5, 2012, SRP acquired 2,944,746 Potash Shares at a purchase price of $1.00 per Potash Share (the "Offering Price"). Prior to the Offering, SRP owned 13,200,000 Potash Shares at an average purchase price of $0.52 per Potash Share.
Concurrent with the closing of the Offering, SRC, through SRP, purchased 5,055,254 units of Potash Ridge at a price of $1.00 per unit pursuant to a subscription agreement dated November 27, 2012. Each unit consists of one non-voting share in the capital of Potash Ridge (the "Potash Non-Voting Shares") and one warrant (the "Potash Warrants") to acquire one Potash Non-Voting Share exercisable at a price equal to the Offering Price for a period of two years following the closing of the Offering. The Potash Non-Voting Shares are convertible into Potash Shares on a one-for-one basis under certain circumstances, however the terms of the Potash Non-Voting Shares do not allow SRP to own more than 19.9% of the Potash Shares upon conversion. According to information contained in documents publically filed by Potash Ridge, the Potash Non-Voting Shares and Potash Warrants acquired by SRP represent 100% of such issued and outstanding securities.
SRP acquired the Potash Shares, the Potash Non-Voting Shares and the Potash Warrants for investment purposes. SRP may purchase or sell securities of Potash in the future on the open market, in private transactions or otherwise, depending on market conditions and other factors material to the investment decisions of SRP.
About Sprott Resource Corp.
SRC is a Canadian-based company, the primary purpose of which is to invest and operate in natural resources. Through acquisitions, joint ventures and other investments, SRC seeks to provide its shareholders with exposure to the natural resource sector for the purposes of capital appreciation and real wealth preservation. SRC is well positioned to draw upon the considerable experience and expertise of both its Board of Directors and Sprott Consulting Limited Partnership (SCLP), of which Sprott Inc. is the sole limited partner. Pursuant to a management services agreement between SCLP and SRC, SCLP provides day-to-day business management for SRC as well as other management and administrative services. SRC invests and operates through SRP, a partnership between SRC and Sprott Resource Consulting Limited Partnership, an affiliate of SCLP which is the managing partner of SRP.
Forward-looking information and statements
Certain statements contained herein may constitute "forward-looking statements" or "forward looking information" under applicable securities laws. Some of the forward-looking statements may be identified by words such as "expects", "intends", "anticipates", "should", "believes", "plans", and similar expressions. Forward-looking statements, which are based on management's current expectations and assumptions, including statements with respect to SRC's and SRP's future intentions regarding the purchase or sale of securities of Potash Ridge, involve a number of risks and uncertainties. Actual results or achievements could differ materially from those expressed in, or implied by, these forward-looking statements. Factors that could cause actual results to differ from those expressed in, or implied by, these forward-looking statements include, without limitation, market conditions and other factors material to the investment decisions of SRC and SRP. No assurance can be given that any events anticipated by these forward-looking statements will occur. These forward-looking statements are made as at the date of this news release. SRC does not undertake any obligation to publicly update or revise any of these forward-looking statements, except as required by applicable securities laws.
SOURCE: Sprott Resource Corp.
