/THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS
NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR
DISSEMINATION IN THE UNITED STATES./
TSX:
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MBC
|
OTCQX
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MBCFF
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Shares Outstanding:
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118,401,614
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Fully Diluted:
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127,630,030
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TORONTO, Jan. 15, 2013 /CNW/ - MBAC Fertilizer Corp. ("MBAC" or the "Company") (TSX:MBC) is pleased to announce that it has entered into an agreement with
Canaccord Genuity Corp. as lead underwriter on behalf of a syndicate of
underwriters, pursuant to which the underwriters have agreed to
purchase, on a bought deal basis, 8,825,000 common shares of the
Company (the "Common Shares") at a price of $3.40 per Common Share for
gross proceeds of $30,005,000. The Corporation has granted the
underwriters an option (the "Over-Allotment Option") to purchase an
additional 1,323,750 Common Shares at the offer price and on the same
terms as the offering, exercisable at any time, in whole or in part,
for a period of 30 days after and including the closing date of the
offering. If the Over-Allotment Option is exercised in full, an
additional C$4,500,750 will be raised pursuant to the Offering, for
total aggregate gross proceeds of C$34,505,750.
The Company will file a preliminary short form prospectus in each of the
Provinces of British Columbia, Alberta, Manitoba, Saskatchewan and
Ontario, for the purpose of qualifying the Common Shares for
distribution to the public. The offering is scheduled to close on or
about February 7, 2013.
The net proceeds are intended to be used by the Company for the
completion of the Itafos Project, development of the Santana Project,
and for working capital and general and administrative purposes.
The offering is subject to the receipt of all necessary regulatory and
stock exchange approvals, including the approval of the Toronto Stock
Exchange and applicable securities regulatory authorities.
This news release does not constitute an offer to sell or a solicitation
of an offer to buy any of the securities of MBAC Fertilizer Corp. in
the United States, nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful. The securities offered have not been and will not be
registered under the United States Securities Act of 1933, as amended
(the "U.S. Securities Act") or any U.S. 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 unless registered under the U.S.
Securities Act and applicable state securities laws or unless an
exemption from such registration is available.
About MBAC
MBAC is focused on becoming a significant integrated producer of
phosphate and potash fertilizers and related products in the Brazilian
and Latin American markets. MBAC has an experienced team with over 150
years of combined experience in the business of fertilizer operations,
management, marketing and finance within Brazil. In October 2008, MBAC
acquired Itafós Mineração Ltda, which consisted of a phosphate mine, a
mill and plant and related infrastructure, all located in central
Brazil. MBAC's exploration portfolio includes a number of additional
exciting phosphate and potash projects, which are also located in
Brazil. The Santana Phosphate project is a high grade phosphate deposit
located in close proximity to the largest fertilizer market of Mato
Grosso State and animal feed market of Pará State. The Company
continues to search for additional fertilizer opportunities in the
Brazilian and other Latin-American markets, where strong agricultural
fundamentals and unique opportunities are expected to provide
attractive growth opportunities in the near future. Further information
on MBAC can be found on the Company's website at www.mbacfert.com and on SEDAR at www.sedar.com.
Antenor Silva
Vice Chairman & Chief Executive Officer
FORWARD LOOKING STATEMENTS
This release contains "forward-looking statements" within the meaning of
applicable Canadian securities legislation. Forward-looking statements
include, but are not limited to, statements that address activities,
events or developments that the Company expects or anticipates will or
may occur in the future, including such things as the advancement of
the Araxa and Santana projects in Brazil based on the timing and
success of exploration activities and the expected use of proceeds from
the offering.
Often, but not always, forward-looking statements can be identified by
the use of words such as "plans", "planning", "planned", "expects" or
"looking forward", "does not expect", "continues", "scheduled",
"estimates", "forecasts", "intends", "potential", "anticipates", "does
not anticipate", or "belief", or describes a "goal", or variation of
such words and phrases or state that certain actions, events or results
"may", "could", "would", "might" or "will" be taken, occur or be
achieved.
Forward-looking statements are based on a number of material factors and
assumptions made by management and considered reasonable at the time
such assumptions were made, including, the result of drilling and
exploration activities, that contracted parties provide goods and/or
services on the agreed timeframes, that equipment necessary for
exploration is available as scheduled and does not incur unforeseen
break downs, that no labour shortages or delays are incurred, that
plant and equipment function as specified, that no unusual geological
or technical problems occur, and that laboratory and other related
services are available and perform as contracted. Forward-looking
statements involve known and unknown risks, future events, conditions,
uncertainties and other factors may cause the actual results,
performance or achievements to be materially different from any future
results, prediction, projection, performance or achievements expressed
or implied by the forward-looking statements. Such factors include,
among others, the interpretation and actual results of current
exploration activities; changes in project parameters as plans continue
to be refined; future commodities' price; possible variations in grade
or recovery rates; failure of equipment or processes to operate as
anticipated; the failure of contracted parties to perform; labour
disputes and other risks of the mining industry; delays in obtaining
governmental approvals or financing or in the completion of
exploration, as well as those factors disclosed in the company's
current annual information form and management's discussion and
analysis available on SEDAR at www.sedar.com. Although MBAC has attempted to identify important factors that could
cause actual actions, events or results to differ materially from those
described in forward-looking statements, there may be other factors
that cause actions, events or results not to be as anticipated,
estimated or intended. There can be no assurance that forward-looking
statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
statements. The forward-looking statements contained herein are
presented for the purpose of assisting investors in understanding the
Company's current plans, objectives and expectations and may not be
appropriate for other purposes. Accordingly, readers should not place
undue reliance on forward-looking statements.
SOURCE: MBAC Fertilizer Corp.
![](http://rt.newswire.ca/rt.gif?NewsItemId=C6141&Transmission_Id=201301151612CANADANWCANADAPR_C6141&DateId=20130115)
Steve Burleton, Vice President Corporate Development, at 416-367-2200, investor@mbacfert.com or visit our website at: www.mbacfert.com