Brazil Potash Corp. Files Shelf Prospectus and Establishes US$125 Million At-the-Market Equity Offering Program

Brazil Potash Corp. (NYSE-A:GRO) has filed filed a Form F-3 in the United States to register up to US$250,000,000 of common shares, preferred shares, subscription receipts, warrants, debt securities and other securities. The base prospectus will be supplemented with specific terms, pricing, distribution methods and net proceeds treatment in future prospectus supplements.

The filing includes an at-the-market (ATM) prospectus supplement providing for up to US$125,000,000 of common shares as part of the shelf. Distributions of common shares through the ATM program will be made pursuant to the terms of an equity distribution agreement between Brazil Potash and Canaccord Genuity LLC, as lead sales agent and/or principal, together with D.A. Davidson & Co., H.C. Wainwright & Co., LLC, Roth Capital Partners, LLC, and ArcStone Kingswood, a division of Kingswood Capital Partners, LLC.

Brazil Potash is developing the Autazes Project to supply sustainable fertilizers to Brazil, one of the world’s largest agricultural exporters. With an initial planned annual potash production of up to 2.4 million tons per year, Brazil Potash’s management believes it could potentially supply approximately 20% of the current potash demand in Brazil. Management anticipates 100% of Brazil Potash’s production will be sold domestically to reduce Brazil’s reliance on potash imports while concurrently mitigating approximately 1.4 million tons per year of GHG emissions.

Wildeboer Dellelce LLP acted as Canadian counsel to Brazil Potash with a team that consisted of Michael Rennie and Natalie Tershakowec (Corporate Finance & Securities; Mining, Energy & Natural Resources).