TORONTO, Sept. 3 /CNW/ - Jaguar Financial Corporation (TSX: JFC)
("Jaguar") announced that it has entered into a non-binding letter of intent
with Glencore International AG ("Glencore") and Constellation Copper
Corporation ("Constellation") for the purpose of carrying out a proposed
restructuring (the "Proposed Restructuring") of Constellation as disclosed by
Constellation in its press release dated September 3, 2008.
Under the Proposed Restructuring, Glencore and Jaguar will invest
$10,000,000 in Units ("Units") issued by Constellation on a private placement
basis. Each Unit will consist of one Constellation common share and one whole
common share purchase warrant for a five-year term. Constellation's
outstanding common shares will be consolidated so that holders will receive
one share for every twenty shares held. The holders of Constellation's
convertible debentures (the "Debentures") will exchange their Debentures,
including all accrued and unpaid interest, for Units.
If the Proposed Restructuring is implemented, and prior to the exercise
of any warrants, Jaguar and Glencore would own approximately 52% of
Constellation's outstanding common shares, the Debentureholders would own
approximately 44% of the outstanding shares, and the current shareholders
(other than Jaguar and Glencore) would own approximately 4% of the outstanding
shares. The Proposed Restructuring is subject to customary conditions
including (i) satisfactory completion of due diligence by Jaguar and Glencore;
(ii) execution of definitive agreements; (iii) Constellation shareholder
approval, if required; and (iv) receipt of regulatory approvals.
Jaguar is a Canadian merchant bank that invests in undervalued small
capitalization companies in a variety of industry sectors.
Glencore, a privately-owned company organised under the laws of
Switzerland, is a leading, diversified natural resources group with worldwide
activity in the mining, smelting, refining, processing and marketing of metals
and minerals, energy products and agricultural products.
The Toronto Stock Exchange does not accept responsibility for the
adequacy or accuracy of this news release. This news release may contain
certain forward looking statements which involve known and unknown risks,
delays, and uncertainties not under Jaguar's control which may cause actual
results, performances or achievements of Jaguar to be materially different
from those implied by such forward looking statements.
For further information:
For further information: Vic Alboini, Chairman & Chief Executive
Officer, Jaguar Financial Corporation, (416) 644-8110