The Sentient Group, a natural resources-focused private equity firm based in the Cayman Islands and with an office in Montréal, has made a US$7.1 million investment in Marengo Mining Ltd., an Australian copper and gold mining company with mineral exploration assets in Papua New Guinea. Marengo has been a portfolio company of Sentient Group since 2009. The company also has a Toronto address, and is listed and traded on the Toronto Stock Exchange.
Sentient IV acquires convertible debenture of Marengo Mining Limited
MONTREAL, Aug. 12, 2013 /CNW Telbec/ – Sentient Executive GP IV, Limited (“Sentient IV”) announces that it has acquired control over a US$7,120,000 principal amount convertible unsecured debenture (the “Debenture”) issued by Marengo Mining Limited (“Marengo”). The Debenture matures on June 30, 2016 and bears interest at a rate of 9% per annum. The principal amount of the Debenture as well as accrued interest thereon are convertible into fully paid and non-assessable common shares of Marengo (“Common Shares”) at a conversion price of Cdn.$0.11 per share.
Sentient IV has control or direction over 29,334,000 Common Shares (representing approximately 2.58% of the outstanding Common Shares), a US$9,180,000 principal amount convertible unsecured debenture (the “First Debenture”) and the Debenture. The First Debenture also matures on June 30, 2016, bears interest at a rate of 9% per annum and the principal amount thereof as well as accrued interest thereon are also convertible into fully paid and non-assessable Common Shares at a conversion price of CDN$0.11 per share. Assuming the conversion in full of the principal amount of and interest on the Debenture and the First Debenture, Sentient IV would acquire control over a maximum of 226,043,267 Common Shares (including the 29,334,000 Common Shares referred to above) (using the Bank of Canada noon exchange rate on May 27, 2013, as per the terms of the Debenture and the First Debenture). These combined holdings would represent approximately 16.94% of the outstanding Common Shares, calculated on a partially diluted basis assuming the full conversion of the Debenture and the First Debenture only.
Sentient IV acquired the Debenture for investment purposes only and not with a view to materially affecting control of Marengo.
Sentient IV relied under section 2.3 of National Instrument 45-106 – Prospectus and Registration Exemptions for the purchase of the Debenture as Sentient IV is an “accredited investor” under that Instrument.
SOURCE SENTIENT EXECUTIVE GP IV, LIMITED
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For further information or to obtain a copy of the Early Warning Report filed by Sentient IV, please contact Sue Bjuro at (345) 946-0933.
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