TSX: SLW
NYSE: SLW
VANCOUVER, March 2, 2015 /PRNewswire/ - Silver Wheaton
Corp. ("Silver Wheaton" or the "Company") (TSX:SLW) (NYSE:SLW) is
pleased to announce that it has entered into an agreement with a
syndicate of underwriters led by Scotiabank, pursuant to which they
have agreed to purchase, on a bought deal basis, 38,930,000
common shares of Silver Wheaton at a price of US$20.55 per share (the "Offering"), for
aggregate gross proceeds to Silver Wheaton of approximately
US$800 million. In addition, Silver
Wheaton has agreed to grant to the underwriters an option to
purchase up to an additional 5,839,500 common shares at a
price of US$20.55 per share, on the
same terms and conditions as the Offering, exercisable at any time,
in whole or in part, until the date that is 30 days following the
closing of the Offering. In the event that the option is
exercised in its entirety, the aggregate gross proceeds of the
Offering to Silver Wheaton will be approximately US$920 million.
The net proceeds of the Offering will be used to fund the
Company's acquisition of an additional 25% gold stream from Vale
S.A.'s ("Vale") Salobo Mine, located in Brazil (as announced March 2, 2015).
The common shares to be issued under the Offering will be
offered by way of a short form prospectus in all of the provinces
of Canada and will be offered in
the United States pursuant to a
registration statement filed under the Canada/U.S. multi-jurisdictional disclosure
system. A registration statement relating to these securities has
been filed with the United States Securities and Exchange
Commission but has not yet become effective. The securities may not
be sold nor may offers to buy be accepted in the United States prior to the time the
registration statement becomes effective. This news release shall
not constitute an offer to sell or the solicitation of an offer to
buy nor shall there be any sale of the common shares in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of that jurisdiction.
The Offering is scheduled to close on or about March 17, 2015, and is subject to certain
conditions including, but not limited to, the receipt of all
necessary approvals including the approval of the Toronto Stock
Exchange, the New York Stock Exchange and the securities regulatory
authorities.
A written prospectus relating to the Offering may be obtained
upon request in Canada by
contacting Scotiabank, Equity Capital Markets (Tel:
1-416-862-5837), Scotia Plaza, 66th Floor, 40 King
St. West, M5W 2X6, Toronto, Ontario, and, in the United States, by contacting Scotiabank,
Equity Capital Markets (Tel: 1-212-225-6853), 250 Vesey Street,
24th Floor, New York,
NY 10281.
ABOUT SILVER WHEATON
Silver Wheaton is the largest pure precious metals streaming
company in the world.
CAUTIONARY NOTE REGARDING FORWARD LOOKING-STATEMENTS
The information contained herein contains "forward-looking
statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995 and "forward-looking
information" within the meaning of applicable Canadian securities
legislation. Forward-looking statements, which are all
statements other than statements of historical fact, include, but
are not limited to, statements with respect to the Offering,
including the terms, potential completion and expected closing date
of the Offering and the intended use of proceeds of the Offering,
future price of commodities, the estimation of mineral reserves and
mineral resources, the realization of mineral reserve estimates,
the timing and amount of estimated future production (including
2015 and 2019 attributable annual production), costs of production,
reserve determination, reserve conversion rates, statements as to
any future dividends, the ability to fund outstanding commitments
and continue to acquire accretive precious metal stream interests
and assessments of the impact and resolution of various legal and
tax matters. Generally, these forward-looking statements can
be identified by the use of forward-looking terminology such as
"plans", "expects" or "does not expect", "is expected", "budget",
"scheduled", "estimates", "forecasts", "projects", "intends",
"anticipates" or "does not anticipate", or "believes", "potential",
or variations of such words and phrases or statements that certain
actions, events or results "may", "could", "would", "might" or
"will be taken", "occur" or "be achieved". Forward-looking
statements are subject to known and unknown risks, uncertainties
and other factors that may cause the actual results, level of
activity, performance or achievements of Silver Wheaton to be
materially different from those expressed or implied by such
forward-looking statements, including but not limited to: the
Offering, closing of the Offering and any specific risks relating
to the satisfaction of each party's obligations in accordance with
the terms of the Amended Salobo Purchase Agreement disclosed
in the Canadian Prospectus (as defined below), fluctuations in the
price of commodities; the absence of control over the mining
operations from which Silver Wheaton purchases silver or gold (the
"Mining Operations") and risks related to these Mining Operations
including risks related to fluctuations in the price of the primary
commodities mined at such operations, actual results of mining and
exploration activities, environmental, economic and political risks
of the jurisdictions in which the Mining Operations are located and
changes in project parameters as plans continue to be refined,
risks relating to having to rely on the accuracy of the public
disclosure and other information Silver Wheaton receives from the
owners and operators of the Mining Operations as the basis for its
analyses, forecasts and assessments relating to its own business,
differences in the interpretation or application of tax laws and
regulations or accounting policies and rules and Silver Wheaton's
interpretation of, or compliance with, tax laws and regulations or
accounting policies and rules, is found to be incorrect, risks
relating to production estimates from Mining Operations, credit and
liquidity risks, hedging risk, competition in the mining industry,
risks related to the Silver Wheaton's acquisition strategy, risks
related to the market price of the Silver Wheaton's shares, risks
related to Silver Wheaton's holding of long-term investments in
other exploration and mining companies, risks related to the
declaration, timing and payment of dividends, the ability of Silver
Wheaton and the Mining Operations to retain key management
employees or procure the services of skilled and experienced
personnel, risks related to claims and legal proceedings
against Silver Wheaton or the Mining Operations, risks relating to
unknown defects and impairments, risks related to the adequacy of
internal control over financial reporting, risks related to
governmental regulations, including environmental regulations,
risks related to international operations of Silver Wheaton and the
Mining Operations, risks relating to exploration, development and
operations at the Mining Operations, the ability of Silver
Wheaton and the Mining Operations to obtain and maintain
necessary permits, the ability of Silver Wheaton and the Mining
Operations to comply with applicable laws, regulations and
permitting requirements, lack of suitable infrastructure and
employees to support the Mining Operations, uncertainty in the
accuracy of mineral reserves and mineral resources estimates,
production estimates from Mining Operations, inability to
replace and expand mineral reserves, uncertainties related to title
and indigenous rights with respect to the mineral properties of the
Mining Operations, commodity price fluctuations, the ability
of Silver Wheaton and the Mining Operations to obtain adequate
financing, the ability of Mining Operations to complete permitting,
construction, development and expansion, challenges related to
global financial conditions, risks related to future sales or
issuance of equity securities, as well as those factors discussed
in the section entitled "Risk Factors" in the preliminary short
form prospectus of Silver Wheaton to be filed in Canada in connection with the Offering (the
"Canadian Prospectus") available on SEDAR at www.sedar.com and in
the US preliminary prospectus of Silver Wheaton dated March 2, 2015 (the "US Prospectus") included in
the Registration Statement on Form F-10 filed with the SEC.
Forward-looking statements are based on assumptions management
believes to be reasonable, including but not limited to: the
closing of the Offering by Silver Wheaton, the satisfaction of each
party's obligations in accordance with the terms of the Amended
Salobo Purchase Agreement, the continued operation of the Mining
Operations, no material adverse change in the market price of
commodities, that the Mining Operations will operate and the mining
projects will be completed in accordance with public statements and
achieve their stated production estimates, the continuing ability
to fund or obtain funding for outstanding commitments, the ability
to source and obtain accretive precious metal stream interests,
expectations regarding the resolution of legal and tax matters,
that Silver Wheaton will be successful in challenging any
reassessment by the Canada Revenue Agency, the estimate of the
carrying value of the Precious Metal Purchase Agreements (as
defined in the Canadian Prospectus) and such other assumptions and
factors as set out herein. Although Silver Wheaton has
attempted to identify important factors that could cause actual
results, level of activity, performance or achievements to differ
materially from those contained in forward-looking statements,
there may be other factors that cause results, level of activity,
performance or achievements not to be as anticipated, estimated or
intended. There can be no assurance that forward-looking
statements will prove to be accurate and even if events or results
described in the forward-looking statements are realized or
substantially realized, there can be no assurance that they will
have the expected consequences to, or effects on, Silver Wheaton.
Accordingly, readers should not place undue reliance on
forward-looking statements and are cautioned that actual outcomes
may vary. The forward-looking statements included herein for
the purpose of providing investors with information to assist them
in understanding Silver Wheaton's expected performance and may not
be appropriate for other purposes. Any forward looking
statement speaks only as of the date on which it is made. Silver
Wheaton does not undertake to update any forward-looking statements
that are included or incorporated by reference herein, except in
accordance with applicable securities laws.
SOURCE Silver Wheaton Corp.