EXHIBIT 99.1
|
February 7,
2017
|
News Release 17-02 |
Pretivm
Launches Offering of Convertible Senior Subordinated
Notes
VANCOUVER, British
Columbia – February 7, 2017 – Pretium Resources Inc.
(TSX/NYSE: PVG) (“Pretivm” or the
“Company”) announced today that it is offering
US$90,000,000 aggregate principal amount of unsecured convertible
senior subordinated notes due 2022 (the “Notes”)
pursuant to private placement exemptions. The Company intends to
use the net proceeds of the offering for working capital during
start-up of the Brucejack mine and for general corporate
purposes.
Pretivm
expects to grant the initial purchasers of the Notes an option to
purchase up to an additional US$10,000,000 aggregate principal
amount of Notes at any time on or before the 30th day after the
initial closing of the offering.
The
final terms of the offering will be determined by Pretivm and the
initial purchasers. The Notes will bear cash interest semi-annually
at a fixed rate and be convertible by holders into Pretivm shares
at an initial conversion price higher than the closing share price
on the day the offering is priced. Pretivm currently expects
that the Notes will be redeemable by Pretivm in certain
circumstances and Pretivm also expects that holders may require
Pretivm to repurchase their Notes upon the occurrence of certain
events.
The
offering of Notes is expected to close, subject to market
conditions and the satisfaction of closing requirements, on or
about February 14, 2017.
The
Notes, and the common shares into which the Notes are convertible
(the "Shares"), have not been and will not be registered under the
U.S. Securities Act of 1933, as amended (the "Securities Act"), or
qualified by a prospectus in Canada. The Notes and the Shares
may not be offered or sold in the United States absent registration
under the Securities Act or an applicable exemption from
registration under the Securities Act. The Notes will be
offered only to "qualified institutional buyers" (as defined in
Rule 144A under the Securities Act) and outside the United States
to non-U.S. persons in compliance with Regulation S under the
Securities Act. Offers and sales in Canada will be made only
pursuant to exemptions from the prospectus requirements of
applicable Canadian provincial securities laws.
This
news release is neither an offer to sell nor the solicitation of an
offer to buy the Notes or any other securities and shall not
constitute an offer to sell or solicitation of an offer to buy, or
a sale of, the Notes or any other securities in any jurisdiction in
which such offer, solicitation or sale is unlawful.
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For
further information contact:
| Joseph
Ovsenek |
Troy Shultz |
| President and
CEO |
Manager, Investor
Relations & |
|
|
Corporate
Communications
|
Pretium
Resources Inc.
Suite
2300, Four Bentall Centre, 1055 Dunsmuir Street
PO Box
49334 Vancouver, BC V7X 1L4
(604)
558-1784
(877)
558-1784
invest@pretivm.com
(SEDAR
filings: Pretium Resources Inc.)
Regarding Forward-Looking Statements
This News Release contains “forward-looking
information” and “forward looking statements”
within the meaning of applicable Canadian and United States
securities legislation. Statements contained herein that are not
based on historical or current fact, including without limitation
statements containing the words “anticipates,”
“believes,” “may,” “continues,”
“estimates,” “expects,” and
“will” and words of similar import, constitute
“forward-looking statements” within the meaning of the
U.S. Private Securities Litigation Reform Act of 1995.
Forward-looking information may include, but is not limited to, the
proposed offering, the terms of the Notes, the over-allotment
option, if any, the proposed closing of the offering, and the
anticipated use of proceeds. Wherever possible, words such as
“plans”, “expects”, “projects”,
“assumes”, “budget”,
“strategy”, “scheduled”,
“estimates”, “forecasts”,
“anticipates”, “believes”,
“intends”, “targets” and similar
expressions or statements that certain actions, events or results
“may”, “could”, “would”,
“might” or “will” be taken, occur or be
achieved, or the negative forms of any of these terms and similar
expressions, have been used to identify forward-looking statements
and information. Statements concerning mineral reserve and resource
estimates may also be deemed to constitute forward-looking
information to the extent that they involve estimates of the
mineralization that will be encountered if the property is
developed. Any statements that express or involve discussions with
respect to predictions, expectations, beliefs, plans, projections,
objectives, assumptions or future events or performance are not
statements of historical fact and may be forward-looking
information. Forward-looking information is subject to a variety of
known and unknown risks, uncertainties and other factors that could
cause actual events or results to differ from those expressed or
implied by the forward-looking information, including, without
limitation, risks relating to the need to satisfy the conditions
set forth in the purchase agreement for the Notes, the need to
satisfy regulatory and legal requirements with respect to the
offering and those risks identified in Pretivm's Annual Information
Form dated March 28, 2016 filed on SEDAR at www.sedar.com and in
the United States on Form 40-F through EDGAR at the SEC's website
at www.sec.gov. Forward-looking information is based on the
expectations and opinions of Pretivm's management on the date the
statements are made. The assumptions used in the preparation of
such statements, although considered reasonable at the time of
preparation, may prove to be imprecise. We do not assume any
obligation to update forward-looking information, whether as a
result of new information, future events or otherwise, other than
as required by applicable law. For the reasons set forth above,
prospective investors should not place undue reliance on
forward-looking information. Neither the TSX nor the NYSE has
approved or disapproved of the information contained
herein.
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