Prospect Global Resources Announces the Closing of its Common Stock Offering

 Prospect Global Resources Announces the Closing of its Common Stock Offering

Company further diversifies institutional investor base, meets capital
requirements for key milestones

PR Newswire

DENVER, Nov. 14, 2012

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 $24.3million
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, LLC
Attn: Prospectus Dept.
1301 Avenue of the Americas, 44th Floor
New York, NY 10019
Phone: 212-702-4521
Fax: 212-920-2952
Email: prospectus@drco.com

Macquarie Capital (USA) Inc.
Attn: Prospectus Dept.
125 West 55th Street, 22nd Floor
New York, NY 10019
Phone: 888-268-3937
Fax: 212-231-1717
Email: 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 May25, 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.

About Prospect Global Resources Inc. (PGRX):
Prospect Global Resources Inc. is a Denver-based company engaged in the
exploration and development of a large, high-quality potash deposit located in
the Holbrook Basin of eastern Arizona.

SOURCE Prospect Global Resources Inc.

Contact: Thomas Mulligan, Sitrick And Company, 212-573-6100
 
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