Primary Corp.
TSX : PYC

Primary Corp.

July 15, 2011 14:40 ET

Primary Corp. Announces Exercise of Over-Allotment Option

TORONTO, ONTARIO--(Marketwire - July 15, 2011) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Primary Corp. (TSX:PYC) ("Primary" or the "Company") is pleased to announce that the agents for its public offering (the "Offering") of 11,550,000 units ("Units") that closed on June 30, 2011 exercised a portion of the over-allotment option and purchased 1,320,428 additional common shares of the Company (the "Additional Shares") at $6.25 per Additional Share and 612,014 additional common share purchase warrants (the "Additional Warrants") at $0.50 per Additional Warrant. Each Additional Warrant is exercisable by the holder thereof to purchase one common share of the Company at a price of $7.50 at any time until June 30, 2014. The gross proceeds to Primary resulting from the exercise of the over-allotment option were $8,558,682, for total gross proceeds from the Offering of $83,633,682.

The syndicate of agents for the Offering was led by TD Securities Inc. and GMP Securities L.P., and included RBC Capital Markets, Canaccord Genuity Corp., Dundee Securities Ltd., Cormark Securities Inc. and Macquarie Capital Markets Canada Ltd.

The net proceeds from the Offering, including from the exercise of the agents' over-allotment option, are expected to be used by Primary to make investments in portfolio companies in accordance with the Company's investment objectives and strategy and for general corporate purposes, which include the payment of the fees and expenses of Marret Asset Management Inc. ("Marret"), the manager of the Company, under the management service agreement between Marret and the Company. The Company will invest the net proceeds primarily in public and private debt securities and make term loans (including bridge and mezzanine debt) to issuers in a broad range of natural resource sectors. Primary invests primarily in North American securities, across all market capitalization sizes, including small and medium-sized business entities.

The Units, Additional Shares and Additional Warrants have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold within the United States, or to or for the account or benefit of U.S. persons (as defined in Regulations S under the Securities Act) unless the Units, Additional Shares or Additional Warrants, as applicable, are registered under the Securities Act or an exemption from the registration requirements of the Securities Act is available. This press release does not constitute an offer to sell, nor is it a solicitation of an offer to buy securities, nor shall there be any sale of securities in any state in the United States in which such offer, solicitation or sale would be unlawful.

About Primary Corp.

Primary trades on the Toronto Stock Exchange under the symbol PYC. Primary is focused on natural resource lending. Primary's business is primarily directed to investing in public and private debt securities of and making term loans (including bridge and mezzanine debt) to issuers in a broad range of natural resource sectors, including energy, base and precious metals and other commodities, and issuers involved in exploration and development, and may also include financing other resource‐related businesses and investing in public and private equity and quasi‐equity securities. Primary seeks to generate income primarily from its lending activities, while taking advantage of additional upside through equity participation in the companies which it finances.

Marret is responsible for implementing Primary's investment strategy and managing Primary's investment portfolio.

About Marret Asset Management Inc.

Marret is an employee-owned firm based in Toronto and has over $5.7 billion of assets under management. Marret and its experienced team of investment professionals led by Barry Allan specialize exclusively in fixed income and, particularly, in high yield debt strategies.

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Forward-Looking Information

This news release includes certain information that may constitute "forward-looking information" under applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, the anticipated use of the net proceeds of the Offering. Forward-looking information is necessarily based upon a number of assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information. Such risks include, but are not limited to, market conditions and the other risks identified in the short form prospectus dated June 23, 2011 and the Company's annual information form, in both cases under the heading "Risk Factors". There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. All forward-looking information contained in this press release is given as of the date hereof and is based upon the opinions and estimates of management and information available to management as at the date hereof. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.

Contact Information

  • Primary Corp.
    Robert Pollock
    Chief Executive Officer
    416.214.9672