Peregrine Metals Ltd.

Peregrine Metals Ltd.

March 11, 2010 08:42 ET

Peregrine Metals Completes $20 Million Initial Public Offering and Commences Trading on the Toronto Stock Exchange Under Symbol PGM

VANCOUVER, BRITISH COLUMBIA--(Marketwire - March 11, 2010) -


Peregrine Metals Ltd. ("Peregrine Metals" or the "Company") (TSX:PGM)(TSX:PGM.WT) is pleased to announce the closing of its initial public offering ("IPO") of 20 million units by way of prospectus at an offering price of $1.00 per unit for total gross proceeds of $20 million. Each unit consists of one common share of Peregrine Metals and one-half of one common share purchase warrant ("IPO Warrant"). Each whole IPO Warrant entitles the holder to acquire one common share in the capital of Peregrine Metals at an exercise price of $2.00, and expires 18 months following the closing date. In addition, Peregrine Metals has granted the agents an over-allotment option, exercisable for a period of 30 days following the closing date, to purchase up to three million units at a price of $1.00 per unit which, if exercised in full, would increase the gross proceeds of the offering to $23 million.

The initial public offering was conducted by a syndicate led by GMP Securities LP and Dundee Securities Corporation and included Canaccord Financial Ltd.

The prospectus also qualified the distribution of 9,919,100 common shares and 4,959,550 common share purchase warrants ("Private Placement Warrants") of the Company issuable, for no additional consideration, upon the automatic exchange of 9,919,100 special warrants previously issued at a price of $1.00 per special warrant pursuant to a brokered private placement financing of the Company completed on November 26, 2009. Each whole Private Placement Warrant is exercisable for one common share at a price of $1.50 expiring May 26, 2011. Subsequent to the IPO, Peregrine Metals has 117,480,539 shares, 10,000,000 IPO warrants and 4,959,550 Private Placement Warrants issued and outstanding, prior to exercise of the over-allotment option and prior to the exercise of any other options or warrants.

The common shares and the IPO Warrants will trade on the Toronto Stock Exchange under the symbols PGM and PGM.WT, respectively.

The net proceeds of the offering will be used to fund the Company's development programs on its Altar copper project ("Altar") in San Juan Province, Argentina.

Peregrine Metals was originally a wholly-owned subsidiary of Peregrine Diamonds Ltd. and its shares were distributed to the shareholders of Peregrine Diamonds Ltd. in October 2005. Since that time and prior to this IPO and the special warrant private placement, the Company had privately raised approximately $30 million between 2005 and 2008 for drilling and exploration programmes at Altar and elsewhere in Latin America.


Altar is a copper-gold porphyry deposit located in San Juan Province, Argentina at an elevation of 3,100 to 3,300 metres. Prior to 2010, 64 core holes had been drilled into the deposit to establish an independent NI 43-101 measured resource of 42 million tonnes grading 0.57% copper containing 520 million pounds of copper, an indicated resource of 209 million tonnes grading 0.51% copper containing 2.35 billion pounds of copper and an inferred resource of 244 million tonnes grading 0.54% copper containing 2.93 billion pounds of copper, all at a base case copper cut-off grade of 0.4%. A portion of the proceeds from the IPO will be used to complete a preliminary economic assessment ("PEA") over the next twelve months on a solvent extraction/electrowinning copper heap leaching operation at Altar. If the results of the PEA are positive, a preliminary feasibility study will follow. The foregoing information is drawn from a NI 43-101 compliant technical report titled Technical Report, Altar Project, dated October 20, 2009 by Ronald G. Simpson, P.Geo of Geosim Services Inc. and John Nilsson, P.Eng of Nilsson Mine Services Ltd., independent Qualified Persons. The report is available on and on the Peregrine Metals website (

Mr. Jeff Toohey, M.Sc., P.Eng., Vice President Exploration for the Company, is a Qualified Person as defined by NI 43-101 and is responsible for the design and implementation of the exploration work being carried out by the Company at Altar and has reviewed and approved the contents of this news release.

The securities referred to in this press release have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or applicable state securities laws, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as such term is defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration requirements is available. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of these securities within any jurisdiction, including the United States.

Cautionary Note Regarding Forward-Looking Statements

This news release contains "forward-looking statements" within the meaning of applicable Canadian securities legislation. Such forward-looking statements concern the Company's anticipated results and developments in the Company's operations in future periods, planned exploration and development of its properties, planned expenditures and plans related to its business, mineral resource estimates and other matters that may occur in the future. These statements relate to analyses and other information that are based on expectations of future performance and planned work programs.

The Company has made a number of assumptions with respect to, among other things, the price of copper and other metals, economic and political conditions, and continuity of operations. Although the Company believes that the assumptions made and the expectations represented by such statements or information are reasonable, there can be no assurance that forward-looking statements will prove to be accurate.

Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors which could cause actual events or results to differ materially from those expressed or implied by the forward-looking statements, including, without limitation: risks related to fluctuations in mineral prices; risks related to the Company's dependence on one mineral project; risks due to the nature of mineral exploration and mining and the uncertain commercial viability of certain mineral deposits; risks related to the re-allocation of the proposed uses of the net proceeds of the offering and the private placement; the Company's lack of operating revenues; uncertainty in the Company's ability to obtain necessary financing to fund the development of its mineral properties or the completion of further exploration programs; risks related to the Company's principal property being located in Argentina, including political, economic, and regulatory instability; risks related to governmental regulations and obtaining necessary licenses and permits; risks related to the Company's mineral properties being subject to prior unregistered agreements, transfers, or claims and other defects in title; risks related to fluctuations in the currency markets (particularly the Argentina peso, Canadian dollar and United States dollar); risks related to the business being subject to environmental laws and regulations which may increase costs of doing business and restrict the Company's operations; and risks related to the Company's dependence on key personnel.

This is not an exhaustive list of the factors that may affect the Company's forward-looking statements. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in the forward-looking statements. The Company's forward-looking statements are based on beliefs, expectations and opinions of management on the date the statements are made. For the reasons set forth above, investors should not place undue reliance on forward-looking statements.

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