November 01, 2011
Peregrine Diamonds Announces $11.8 Million Rights Offering
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Peregrine Diamonds Ltd. ("Peregrine" or the "Company") is pleased to announce that it will be offering rights to holders of its common shares of record at the close of business on November 14, 2011 (the "Record Date"), expiring December 6, 2011 ("Expiry Date"). The offering will be made in all of the provinces of Canada and in such other jurisdictions where the Company is eligible to make such offering. All of Peregrine's executive officers and directors intend to fully participate in the rights offering.
Shareholders of record on November 14, 2011 will receive one right for each common share held. Seven (7) rights will entitle the holder to purchase one unit ("Unit") at a price of $0.85 per Unit. Each Unit will be comprised of one common share and one half of a common share purchase warrant ("Warrant"). Each whole Warrant will entitle the holder to purchase one common share for a term of two years following the Expiry Date of the rights offering at a price of $2.00. Exercise of the rights and purchase of the Units must be completed by 5:00 p.m. (Toronto time) on the Expiry Date. Shareholders who fully exercise their rights are entitled to subscribe pro rata for additional Units, if available, that were not subscribed for initially on or before the Expiry Date. A fully subscribed rights offering will raise gross proceeds of $11,793,444, which will be used for exploration expenses on the Company's mineral properties and general working capital.
The common shares of the Company are expected to commence trading on the TSX on an ex-rights basis at the opening of business on November 9, 2011, meaning that common shares purchased on, or following that date will not be entitled to receive the rights under this offering. At that time, the rights are expected to be posted for trading on the TSX on a "when issued" basis and will thereafter trade under the symbol "PGD.RT". Trading of the rights is expected to continue until 12:00 noon (Toronto time) on the Expiry Date.
A rights offering circular together with rights certificates will be mailed to eligible shareholders on or about the Record Date. Registered shareholders wishing to exercise their rights must forward the completed rights certificates, along with the applicable funds to Computershare Investor Services Inc. by the Expiry Date. Shareholders who own their shares through an intermediary, such as a bank, trust company, securities dealer or broker, will receive materials and instructions from their intermediary.
No U.S. Registration
The securities offered will not be or have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any state of the United States, and may not be offered or sold in the United States or to, or for the account or benefit of, any U.S. Person (as defined in Regulation S of the Securities Act) or person in the United States, unless an exemption from such registration requirements is available. Certain institutional accredited investors in the United States will be permitted to participate in the rights offering on a private placement basis upon satisfying the Company that they qualify for an exemption from the registration requirements of the Securities Act and any applicable securities laws of any state of the United States. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States.
For further information, please contact Mr. Eric Friedland, CEO, Mr. Brooke Clements, President, Mr. Mike Westerlund, VP Investor Relations, or Peregrine Diamonds Investor Relations, at 604-408-8880 or at firstname.lastname@example.org.
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