/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES AND NOT FOR DISSEMINATION IN THE UNITED STATES/
MONTREAL, Jan. 15, 2014 /CNW Telbec/ - In connection with a debenture exchange and loan conversion transaction, Sentient Executive GP IV, Limited ("Sentient IV") announces that it has acquired control over convertible unsecured debentures in a principal aggregate amount of US$27,509,621 (collectively, the "Debenture") issued by Marengo Mining Limited ("Marengo"). The Debenture matures on June 30, 2016 and bears interest at a rate of 9% per annum. The principal amount of the Debenture as well as accrued interest thereon are convertible into fully paid and non-assessable common shares of Marengo ("Common Shares") at a conversion price of Cdn.$0.02 per share.
Sentient IV has control or direction over 29,334,000 Common Shares (representing approximately 2.58% of the outstanding Common Shares) and the Debenture. Assuming the conversion in full of the principal amount of and interest on the Debenture, Sentient IV would acquire control over a maximum of 1,845,089,450 Common Shares (including the 29,334,000 Common Shares referred to above) (using the Bank of Canada noon exchange rate on November 28, 2013, as per the terms of the Debenture). These combined holdings would represent approximately 62.47% of the outstanding Common Shares, calculated on a partially diluted basis assuming the full conversion of the Debenture.
Sentient IV acquired the Debenture for investment purposes only and not with a view to materially affecting control of Marengo.
Sentient IV relied under section 2.3 of National Instrument 45-106 - Prospectus and Registration Exemptions for the purchase of the Debenture as Sentient IV is an "accredited investor" under that Instrument.
SOURCE: Sentient Executive GP IV, Limited
For further information or to obtain a copy of the Early Warning Report filed by Sentient IV, please contact Sue Bjuro at (345) 946-0933.