Nautilus investor Mawarid increases holdings to 27%

Key points

  • Nautilus Minerals entered a subscription agreement on Aug. 21, 2016, with Mawarid Offshore Mining and Metalloinvest Holding (Cyprus) for up to $20-million (U.S.) in private-placement shares, closing in monthly tranches from December 2016 through November 2017.
  • On Nov. 21, 2016, Nautilus issued a financing notice for the December tranche, under which the purchasers will pay $2-million (U.S.) for 15,539,080 common shares at 17.4 cents each.
  • On Dec. 13, 2016, Mawarid acquired 7,769,540 common shares pursuant to that financing notice.
  • Mawarid now owns 173,685,800 common shares, including 195,400 held by affiliate MB Holding Company LLC, representing about 27.0 per cent of Nautilus’s outstanding shares.

EARLY WARNING PRESS RELEASE

On Aug. 21, 2016, Nautilus Minerals Inc., with head office at Level 3, 33 Park Rd., Milton, Queensland, Australia, entered into a subscription agreement with Mawarid Offshore Mining Ltd. and Metalloinvest Holding (Cyprus) Ltd., under which the purchasers have agreed to purchase such number of common shares of the issuer that will raise gross proceeds of up to $20-million (U.S.).

Pursuant to the subscription agreement, the shares will be purchased on a private-placement basis and will close in tranches, on a monthly basis, during the period from Dec. 1, 2016, through to Nov. 30, 2017, at the election of the issuer.

The issuer will determine the amount of funds to be raised under each tranche during each month of the financing period, subject to the limitations of receiving maximum subscription proceeds of $2-million (U.S.) per month and an aggregate maximum total amount of $20-million (U.S.) during the entire financing period.

Shares will be issued under each tranche at a price that is equal to the volume-weighted average trading price of the issuer’s common shares on the Toronto Stock Exchange for the five-day period immediately prior to the date the issuer issues the purchasers a notice that the tranche will proceed.

Unless the purchasers agree to a different allocation, the aggregate purchase price and corresponding number of shares of each tranche shall be equally divided between the purchasers.

On Nov. 21, 2016, the issuer issued a financing notice to the purchasers that, in respect of December, 2016, the purchasers will pay to the issuer aggregate subscription proceeds of $2-million (U.S.) and the purchasers will receive a total of 15,539,080 common shares at 17.4 cents per common share. Pursuant to the financing notice, on Dec. 13, 2016, Mawarid acquired 7,769,540 common shares.

Mawarid currently owns 173,685,800 common shares of the issuer (including 195,400 common shares owned by an affiliate, MB Holding Company LLC), representing approximately 27.0 per cent of the outstanding shares of the issuer.

An early warning report in respect of the above transactions will be filed with the relevant Canadian securities regulatory authorities. Copies of such reports may be obtained from SEDAR or by contacting Namit Rustagi at MB Holdings Company LLC 968-2458-0606.

This press release is being disseminated by Mawarid Offshore Mining, a metal and mining corporation incorporated under the laws of British Virgin Islands at the address of Palm Grove House, Road Town, Tortola, British Virgin Islands, as required by National Instrument 62-103 — The Early Warning System and Related Take Over Bids and Insider Reporting Issues.

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