On September 15, 2009, Jaguar Mining Inc. (TSX/NYSE: JAG) closed an offering of US$150 million aggregate principal amount of 4.50 per cent senior convertible notes due 2014. On September 21, 2009, Jaguar issued an additional US$15 million of notes following the exercise in full of the over-allotment option by Jaguar to JP Morgan Securities Inc. and Jefferies & Company, Inc., the initial purchasers for the offering. 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 net proceeds from the offering totalled approximately US$159.1 million. Jaguar is a Canadian-chartered entity with its headquarters in Concord, New Hampshire, USA.
The notes are convertible, in whole or in part, initially at a conversion rate of 78.4314 common shares of Jaguar per US$1,000 principal amount of notes (equivalent to a conversion price of approximately US$12.75 per common share), at any time prior to the close of business on the business day immediately preceding the final maturity date of the notes.
Jaguar was represented by Davies Ward Phillips & Vineberg LLP with a team comprised of Jason Saltzman, Eric Spindel, Aaron Hunter and Kateryna Yason (corporate and securities); Raj Juneja (tax); and Sarah Powell (environmental) and Gerald Shepherd and Paul Watkins (US securities).
US counsel to the initial purchasers was Skadden, Arps, Slate, Meagher & Flom LLP with a team comprised of Riccardo Leofanti, Ryan Dzierniejko, David Beeston and Julie Breau (securities); Filipe Areno and Joel Cohen (corporate); Don Frost, Elizabeth Malone and Stacey Caulk (environmental) and Aaron Feinberg (tax).
Canadian counsel to the initial purchasers was Osler, Hoskin & Harcourt LLP with a team comprised of Robert Yalden, Christopher Main and Kate Coolican (securities) and Mark Brender and Antoine Stébenne (tax).