/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES AND NOT FOR DISSEMINATION IN THE UNITED STATES/
MONTREAL, July 15, 2014 /CNW Telbec/ - In connection with a debenture purchase 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$10,195,065 (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.$0.015 per share.
Sentient IV has control or direction over 29,334,000 Common Shares (representing approximately 2.58% of the outstanding Common Shares), a US$28,231,065 principal amount convertible unsecured debenture (the "First Debenture") and the Debenture. The First Debenture also matures on June 30, 2016, bears interest at a rate of 9% per annum and the principal amount thereof as well as accrued interest thereon are also convertible into fully paid and non-assessable Common Shares at a conversion price of Cdn.$0.015 per share. Assuming the conversion in full of the principal amount of and interest on the Debenture and the First Debenture, Sentient IV would acquire control over a maximum of 3,331,417,270 Common Shares (including the 29,334,000 Common Shares referred to above). These combined holdings would represent approximately 75.03% of the outstanding Common Shares, calculated on a partially diluted basis assuming the full conversion of the Debenture and the First Debenture only.
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: 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