Primary Corp.
TSX VENTURE : PYC

Primary Corp.

June 23, 2011 21:51 ET

Primary Corp. Announces Pricing of Offering of Units

TORONTO, ONTARIO--(Marketwire - June 23, 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 today that it has agreed with a syndicate of agents led by TD Securities Inc. and GMP Securities L.P., and including RBC Capital Markets, Canaccord Genuity Corp., Dundee Securities Ltd., Cormark Securities Inc. and Macquarie Capital Markets Canada Ltd. (collectively, the "Agents") to the pricing of its previously announced best efforts agency offering of units (the "Offering"). Pursuant to the Offering, the Company will issue 11,550,000 units ("Units") at a price of $6.50 per Unit for gross proceeds of $75,075,000. Each Unit will consist of one common share of the Company (a "Common Share") and one-half of one common share purchase warrant (a "Warrant"). Each whole Warrant will be exercisable by the holder thereof to purchase one Common Share at a price of $7.50 at any time until three years following the closing date of the Offering.

The Company has filed a preliminary short form prospectus dated June 1, 2011 in connection with the Offering, which is available on SEDAR at www.sedar.com, and intends to file the final short form prospectus qualifying the distribution of the Units shortly. The closing of the Offering is expected to occur on or about June 30, 2011.

In addition, the Company has granted the Agents an option (the "Over-Allotment Option") to purchase up to an additional 15% of Common Shares and/or Warrants to cover overallotments, exercisable in whole or in part, at any time during the 30 day period immediately following closing. The aggregate number of additional Common Shares and Warrants to be issued under the Over-Allotment Option shall not exceed 1,732,500 Common Shares and 866,250 Warrants.

The net proceeds from the Offering 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 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 intends to invest primarily in North American securities, across all market capitalization sizes, including small and medium-sized business entities.

The Offering is subject to the receipt of all necessary approvals, including the approval of the Toronto Stock Exchange.

The Units 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 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 completion of the proposed Offering, the receipt of applicable regulatory approvals, the closing date of the Offering and 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 preliminary short form prospectus and the Company's annual information form, in both cases under the heading "Risk Factors". In addition, the Offering will not be completed at all if the required regulatory approvals are not obtained or some other condition to closing the Offering is not satisfied. 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