On February 9, 2011, Jaguar Mining Inc. (“Jaguar”) closed a 144A offering of US$103.5 million aggregate principal amount of 5.5 per cent senior convertible notes due 2016. The offering was led by initial purchasers, Bank of America Merrill Lynch and RBC Capital Markets, LLC.
The Notes were offered on a private placement basis in the United States pursuant to Rule 144A under the U.S. Securities Act of 1933 as well as on a private placement basis in Canada. The total net proceeds from the offering were approximately US$99.3 million.
The notes are convertible, in whole or in part, initially at a conversion rate of 132.4723 common shares of Jaguar per US$1,000 principal amount of notes (equivalent to a conversion price of approximately US$7.55 per common share), at any time prior to the close of business on the second business day immediately preceding the final maturity date of the notes.
Jaguar was represented by Davies Ward Phillips & Vineberg LLP with a team that comprised Kevin Thomson, Lisa Damiani, Jason Saltzman and Matthew Himel (corporate and securities); Raj Juneja (tax) and Sarah Powell (environmental) in Toronto and Gerald Shepherd, Scott Tayne and Paul Watkins (US securities) in New York.
US counsel to the initial purchasers was Cleary Gottlieb Steen & Hamilton LLP with a team that comprised Michael Volkovitsch, James Small, Dase Kim, Craig Fischer, Ritu Narula, Maria Amelia Senra and Andre Bernini (securities); Erika Nijenhuis, Philippe Ryckaert and Amanda Cleaver (tax); Rick Bidstrup (environmental, safety and health matters) and Mary Alcock and Jeffrey Penn (employee benefit matters). Canadian counsel to the initial purchasers was Osler, Hoskin & Harcourt LLP with a team that comprised Robert Yalden, Christopher Main and Jason Koenig (securities) and Mark Brender, Antoine Stebenne and Julia Wang (tax).