/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES
AND NOT FOR DISSEMINATION IN THE UNITED STATES/
MONTREAL, May 17, 2017 /CNW Telbec/ - Sentient Executive GP IV, Limited ("Sentient IV") announces that, in connection with a financing announced by Meridian Mining S.E. ("Meridian"), it has acquired control over 10,284,000 units ("Units") of Meridian on May 16, 2017. Each Unit is comprised of one common share of Meridian (a "Meridian Share") and one common share purchase warrant of Meridian (a "Meridian Warrant"). Each Meridian Warrant entitles the holder thereof to acquire one Meridian Share at a price of $0.65 per Meridian Share until May 16, 2019. As such, Sentient IV has acquired control over 10,284,000 Meridian Shares and 10,284,000 Meridian Warrants.
Prior to the acquisition of the Units, Sentient IV had control over 133,109,662 Meridian Shares (representing approximately 88.10% of the then outstanding Meridian Shares) and a convertible note in a principal aggregate amount of US$1.5 million (the "Note"). The principal amount of the Note is convertible into fully paid and non-assessable Meridian Shares at a conversion price of $0.4375 per share. The Note matures on December 23, 2017 and does not bear interest. Assuming the conversion in full of the principal amount of the Note, Sentient IV would acquire control over a maximum of 137,101,547 Meridian Shares (including the Meridian Shares referred to above, and using the Bank of Canada noon exchange rate on December 22, 2014, as per the terms of the Note). These combined holdings would represent approximately 88.41% of the outstanding Meridian Shares, calculated on a partially diluted basis assuming the full conversion of the principal amount of the Note only.
Immediately after the acquisition of the Units, Sentient IV has control over 143,393,662 Meridian Shares (representing approximately 87.53% of the outstanding Meridian Shares) and the right to acquire 10,284,000 Meridian Shares through 10,284,000 Meridian Warrants. In the event all of the 10,284,000 Meridian Warrants are fully exercised and assuming the conversion in full of the principal amount of the Note, Sentient IV would acquire control over a maximum of 157,669,547 Meridian Shares (including the 143,393,662 Meridian Shares over which Sentient IV has control). These combined holdings would represent approximately 88.53% of the outstanding Meridian Shares, calculated on a partially diluted basis assuming the full exercise of the 10,284,000 Meridian Warrants held by Sentient IV and the full conversion of the principal amount of the Note only.
Sentient IV acquired the Units for investment purposes only and not with a view to materially affecting control of Meridian. Depending upon market conditions and other factors, Sentient IV may, from time to time, acquire or dispose of additional securities of Meridian, in the open market, by private agreement or otherwise, or acquire interests in or enter into related financial instruments involving a security of Meridian.
The head office address of Meridian is Atrium Building, 8th floor, Strawinskylaan 3127, 1077 ZX, Amsterdam, the Netherlands.
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