15:49:06 EDT Tue 23 Apr 2024
Enter Symbol
or Name
USA
CA



Jaguar Mining Inc (2)
Symbol JAG
Shares Issued 111,111,038
Close 2015-02-26 C$ 0.55
Market Cap C$ 61,111,071
Recent Sedar Documents

Jaguar Mining puts itself on the block

2015-02-27 11:55 ET - News Release

Mr. Derrick Weyrauch reports

JAGUAR MINING ANNOUNCES PRIVATE PLACEMENT OF UP TO $20 MILLION OF 12% SENIOR SECURED CONVERTIBLE DEBENTURES AND STRATEGIC REVIEW PROCESS

Jaguar Mining Inc. intends to issue up to $20-million of 12-per-cent senior secured convertible debentures and initiate a strategic review process. (All figures are in U.S. dollars unless otherwise expressed.)

Convertible debenture issuance

The company intends to issue up to $20-million principal amount of debentures on a non-brokered private placement basis, pursuant to exemptions under applicable securities laws. The company plans to use the net proceeds of the offering to repay the outstanding $12.4-million credit facility held by Renvest Mercantile Bancorp Inc. and for general corporate purposes. The offering is expected to close on or about March 26, 2015, subject to receipt of all required regulatory approvals, including the approval of the TSX Venture Exchange.

The debentures will be senior secured obligations of Jaguar and will assume the senior security package currently held by Renvest under its existing credit agreement, which matures on Dec. 31, 2015. The debentures will mature three years from the closing date of the offering.

The debentures will bear interest at a rate of 12 per cent per annum, payable in U.S. dollars semi-annually, commencing six months from the closing date of the offering. The debentures will be convertible into Jaguar common shares at a conversion price of 50 Canadian cents per share, representing a 13-per-cent premium to the 30-day volume-weighted average price of Jaguar common shares, and a conversion rate of 2,500 Jaguar shares per $1,000 principal amount of debentures, based on a U.S./Canadian dollar exchange rate of 0.80. Upon conversion, holders will be entitled to receive accrued and unpaid interest up to, but excluding, the date of conversion.

The debentures will not be redeemable for a period of six months from the closing date. On and after such date, and prior to the date that is two years from the closing date of the offering, the debentures may be redeemed by Jaguar, in whole or in part, from time to time, with 30 days written notice, at a price of 108 per cent of the principal outstanding in the first year, 104 per cent in year two and at par in year three, plus any accrued and unpaid interest.

Jaguar does not intend to list the debentures on the TSX-V. The debentures and the Jaguar common shares issuable on conversion of the debentures will be subject to a four-month-and-one-day hold period under Canadian securities laws from the date of issue of the debentures.

Strategic review process

Jaguar further announces that its board of directors has formed a special committee to initiate a strategic review process to explore alternatives for the enhancement of shareholder value. As such, the special committee appointed Origin Merchant Partners as its exclusive financial adviser in conjunction with the process. The review will consider various alternatives for the company, including: merger opportunities, the potential sale of the company's assets, potential partnership or joint venture agreements, and any other options with the objective of maximizing value for the company's shareholders.

There can be no assurance that the company's efforts will be successful or that this process will result in any transaction. The company does not intend to provide additional updates with respect to this process unless and until the board approves a transaction arising from the strategic review, together with recommendations.

The company's continuing development and production activities at its operations in Brazil will be unaffected by this strategic review process.

We seek Safe Harbor.

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