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Prospect Global Resources Announces The Closing Of Its Common Stock Offering





DENVER, Nov. 14, 2012 /PRNewswire/ -- Prospect Global Resources Inc. (NASDAQ: PGRX) (the "Company"), a Denver based company engaged in the exploration and development of a large potash deposit located in the Holbrook Basin of Eastern Arizona, today announced the closing of its previously announced underwritten offering in the United States.  The Company sold 15.0 million shares of common stock at a price to the public of $1.75 per share for aggregate proceeds of approximately $26.3 million, or net proceeds of approximately $24.3 million after deducting the underwriters' discount and estimated additional expenses.

"The Company attracted new, substantial institutions for this offering," said Pat Avery, Chief Executive Officer. "We were successful in balancing the necessity for project capital while staying disciplined with regard to maximizing shareholder value."   

The Company intends to use the net proceeds from the offering to fund the ongoing development of the Holbrook Project, which includes (i) a payment due under Old Prospect Global's $125 million promissory note issued to The Karlsson Group in connection with the closing of our acquisition of the 50% interest in AWP formerly held by The Karlsson Group, (ii) preparation of a bankable feasibility study, (iii) engineering, (iv) permitting and environmental, (v) leasehold commitments, and (vi) the balance for general corporate purposes and working capital.

Dahlman Rose & Company, LLC, and Macquarie Capital ( USA) Inc. are acting as joint book-running managers for the offering. Roth Capital Partners, LLC and Sterne, Agee & Leach, Inc. are acting as joint lead managers. 

The offering is being made by way of a shelf registration statement which has been declared effective by the Securities and Exchange Commission ("SEC").  A copy of the prospectus supplement incorporating the base shelf prospectus relating to the offering may be obtained by contacting the underwriters (at the addresses below) or by accessing the SEC website, www.sec.gov .

Dahlman Rose & Company, LLCAttn: Prospectus Dept.1301 Avenue of the Americas, 44th Floor New York, NY 10019Phone: 212-702-4521Fax: 212-920-2952Email: prospectus@drco.com

Macquarie Capital ( USA) Inc.Attn: Prospectus Dept.125 West 55th Street, 22nd Floor New York, NY 10019Phone: 888-268-3937Fax: 212-231-1717Email: us.prospectus@macquarie.com

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 these securities in any state or jurisdiction in which the offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.  The securities being offered have not been approved or disapproved by any regulatory authority, nor has any such authority passed upon the accuracy or adequacy of the preliminary prospectus supplement, the base prospectus or the Company's shelf registration statement.  A registration statement relating to the securities has been filed with the SEC and became effective May 25, 2012.  A preliminary prospectus supplement relating to the offering has been filed with the SEC.

With the exception of historical matters, the matters discussed in this press release include forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from projections or estimates contained herein. Such forward-looking statements include statements regarding future sales of common stock and the use of proceeds from such sales. Factors that could cause actual results to differ materially from projections or estimates include, among others, potash prices, economic and market conditions, as well as the additional risks described in our filings with the SEC, including our Annual Report on Form 10-K for the year ended March 31, 2012. Most of these factors are beyond the Company's ability to predict or control. The forward looking statements are made as of the date hereof and, except as required under applicable securities legislation, the Company does not assume any obligation to update any forward-looking statements. Readers are cautioned not to put undue reliance on forward-looking statements.



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