On December 7, 2010, Marengo Mining Limited, an international copper development company, closed a best efforts offering conducted by Paradigm Capital Inc. The offering comprised 110 million units of the company. Each unit consists of one ordinary share of Marengo and one subscription receipt. Each subscription receipt will be automatically converted into one ordinary share of Marengo upon receipt of shareholder approval required pursuant to the listing rules of the Australian Securities Exchange (the “Release Condition”) at a shareholder meeting called for December 21, 2010. The units were priced at an effective price of $0.25 per share raising gross proceeds of $55 million.
In addition, Paradigm exercised its over-allotment option to acquire an additional 33 million subscription receipts for additional gross proceeds of $8.25 million. Including the proceeds from the exercise of the over-allotment option, the total gross proceeds of the offering were $63.25 million. Subscription receipts issued upon exercise of the over-allotment option will only be converted into the underlying ordinary shares upon satisfaction of the Release Condition and on the same terms and conditions of the offering. Pending satisfaction of the Release Condition, the portion of the proceeds received in respect of the subscription receipts will be held in escrow.
In the event that the Release Condition is not satisfied by January 4, 2011, the escrowed proceeds, plus interest thereon, will be returned to the holders of the subscription receipts.
A number of leading North American and international investment funds participated in the offering, which was also strongly supported by several of Marengo's existing major shareholders.
The proceeds of the offering will be used to advance the exploration of the Yandera Project, as well as for other pre-construction expenditures relating to the Yandera Project and for general corporate and working capital purposes. The current definitive feasability study will provide the foundation for financing and development of a large-scale, long-life operation to commence at Yandera, Papua New Guinea, expected to be one of the significant new copper-molybdenum projects in the world. Yandera concentrate is expected to enter world markets from the 2013/14 financial year.
Fraser Milner Casgrain LLP acted for Marengo Mining Limited in Canada with a team led by Sander Grieve (securities and mining) and including Eric Foster (securities and mining) and Zahra Nurmohamed and Matthew Peters (tax). Allens Arthur Robinson acted as local counsel to Marengo in Papua New Guinea. Blakiston & Crabb acted as corporate and securities counsel to Marengo in Australia, and Clayton Utz advised in Australian taxation matters. US counsel to Marengo was DLA Piper (US) LLP.
Cassels Brock & Blackwell LLP acted for Paradigm Capital Inc. with a team that included Jay Goldman and Jennifer Traub (securities and mining) and Simon Flood (securities).