Key points
- The private placement will issue approximately 37.7 million shares at 90 cents per share in two tranches, with the first closing on Aug. 3, 2012.
- Existing strategic shareholders MB Holdings, Metalloinvest and Anglo American are participating, with MB Holdings’ subsidiary Mawarid Offshore Mining subscribing for 20 million shares to raise its stake to 16.9 per cent.
- As of the end of June 2012, major equipment items for the sea-floor production system were 51 per cent complete, according to CEO Steve Rogers.
- Mawarid has been granted the right to nominate a director, with nominee Dr. Mohamed Al Barwani’s appointment effective on closing of the second tranche.
Nautilus Minerals Inc. plans to raise approximately $34-million through a private placement of common shares to assist with the continued financing of its sea-floor production system.
The placement will involve the issue of approximately 37.7 million shares to a number of investors at a price of 90 cents per share.
Steve Rogers, president and chief executive officer of Nautilus, said the private placement would provide funds to continue the build of the company’s sea-floor production system, including key pieces of equipment such as the sea-floor production tools and riser and lift system.
“At the end of June, 2012, the major equipment items of the system were 51 per cent complete, and a significant percentage of the subcomponents have been delivered,” said Mr. Rogers.
Existing Nautilus strategic shareholders MB Holdings, Metalloinvest and Anglo American are participating in the private placement. MB Holdings, through its wholly owned subsidiary Mawarid Offshore Mining Ltd., has subscribed for 20 million shares, increasing its stake to 16.9 per cent. Metalloinvest has subscribed for approximately 8.3 million shares to maintain its interest in Nautilus at 21 per cent. Anglo American has subscribed for approximately 4.4 million shares on the basis that its stake will be maintained at 11.1 per cent. The subscription numbers and postclosing percentage holdings assume the completion of the private placement as planned. Other large investors have subscribed for the remaining five million shares to be issued.
Mr. Rogers said that there was strong support from the major shareholders for the company to maintain the build program for the system and ensure the realization of deep-sea resource production as an industry.
Under the terms of the agreements, the private placement will be completed in two tranches, with the first closing taking place on Aug. 3, 2012. Nautilus has also increased the anti-dilution right previously granted to Mawarid as part of its 2011 subscription to reflect its new percentage ownership in the company. Mawarid has also been granted the right to nominate a director to the board of Nautilus as long as it maintains its ownership interest in Nautilus at 15 per cent or more. Mawarid’s nominee, Dr. Mohamed Al Barwani, is the chairman of MB Holdings LLC. His appointment will be made effective on closing of the second tranche and receipt of regulatory approval.
The private placement is subject to regulatory approval, including acceptance of the Toronto Stock Exchange. The second closing will take place following receipt of all regulatory approvals. All securities will be subject to the statutory four-month hold period in Canada.
