Not for distribution to United States Newswire Services or for dissemination in the United States
PERTH, Australia, May 15, 2012 /CNW/ - Mirabela Nickel Ltd (TSX: MNB, ASX: MBN)("Mirabela" or the "Company") today announced the successful completion of the recently announced strategic placement of A$20m to Resource Capital Fund V L.P. ("RCF-V") ("Strategic Placement") at 40 cents per share together with the institutional component ("Institutional Offer") of the 8 for 13 accelerated pro-rata non-renounceable A$100m entitlement offer at 30 cents per share ("Entitlement Offer").
RCF-V is an investment house operating exclusively in the mining sector. It has offices in Denver, New York, Perth and Toronto, and looks to invest in, and partner with, companies of high quality with good assets that can create sustainable long term value for all stakeholders.
The Strategic Placement to RCF-V has been successfully completed and firm bids have been received for the Entitlement Offer. The amount raised through the institutional component of the Entitlement Offer is subject to reconciliation of shareholder entitlements which we expect to be finalised and released to the market overnight.
The Institutional Offer enjoyed extremely strong backing from existing shareholders.
Mirabela Nickel CEO, Mr Ian Purdy, said: "We are delighted with the strong support demonstrated by our existing institutional investors. We also welcome new shareholders, in particular the strong endorsement by Resource Capital Funds in the Santa Rita project. RCF-V have committed in the event of a shortfall under the entitlement offer to subscribe for a maximum investment of US$40m. We also look forward to welcoming participation from our eligible retail shareholders when the retail entitlement offer opens."
As Mirabela moves towards the optimization of the Santa Rita mine it is targeting production of between 19,000 and 21,000 tonnes of nickel in concentrate in 2012, with C1 unit cash costs expected to move towards US$6.00/lb by year end.
The funds raised under the offer will be used to supplement Mirabela's balance sheet and working capital which has recently come under pressure due to weakness in the nickel market. The March 31, 2012 pro-forma cash balance post the offer proceeds of A$120m will increase to A$179m.
New Shares issued under the Strategic Placement and Entitlement Offer will rank equally with existing shares in Mirabela.
Settlement of the Strategic Placement is scheduled for Thursday, May 17, 2012. Settlement of the Institutional Offer is scheduled for Monday, May 28, 2012, with new shares expected to commence trading on Tuesday, May 29, 2012.
Retail Entitlement Offer
The retail component of the Entitlement Offer opens on Monday, May 21, 2012 and is expected to close at 5.00pm (AWST) on June 4, 2012.
Retail shareholders who are eligible to participate under the terms of the Retail Entitlement Offer will have the opportunity to participate at the same price and offer ratio as under the Institutional Entitlement Offer. The Retail Entitlement Offer will only be open to residents of Australia and New Zealand.
Settlement and completion of the transactions set forth in this announcement is subject to receipt of conditional listing approval from the TSX.
Macquarie Capital (Australia) Limited acted as Sole Lead Manager and Global bookrunner to the Offer. Macquarie Capital Markets Canada Limited and Haywood Securities acted as co-managers to the offer in Canada. Hardy Bowen acted as Mirabela's legal adviser.
Mirabela shares are expected to resume trading on the ASX on Thursday May 17, 2012.
Important information and disclaimer
This announcement has been prepared by Mirabela Nickel Limited (ABN 23 108 161 593) (Mirabela). No party other than Mirabela has authorised or caused the issue, lodgement, submission, despatch or provision of this announcement, or takes responsibility for, or makes or purports to make any statements, representations or undertakings in this announcement.
Macquarie Capital (Australia) Limited (ABN 70 123 199 548) (Macquarie) and its related bodies corporate, directors, employees, servants and agents (Affiliates) make no representation or warranty, expressed or implied, as to the accuracy or completeness of this announcement or any statement contained in it. Except for any liability which cannot be excluded by law, Macquarie and its Affiliates expressly disclaim and accept no responsibility or liability (including liability for negligence) for any expenses, losses, damages or costs incurred as a result of participation in the Offer or the information in this announcement being inaccurate or due to information being omitted from this announcement. Macquarie and its Affiliates make no recommendation as to whether you or your related entities or persons should participate in the Offer nor do any of them make any representations or warranties to you concerning the Offer or in relation to securities in the Company.
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES
This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the United States or in any other jurisdiction in which such an offer would be illegal. The New Shares have not been, and will not be, registered under the Securities Act or under the securities laws of any state or other jurisdiction of the United States. Accordingly, the New Shares may not be offered or sold to persons in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.
IMPORTANT NOTICE TO NOMINEES: Because of legal restrictions, you must not send copies of this announcement or any material relating to the Entitlement Offer to any of your clients (or any other person) in the United States, and on whose behalf you are the registered owner of shares. Failure to comply with these restrictions may result in violations of applicable securities laws.
For further information:
VP Business Development
Mirabela Nickel Limited
Telephone: +61 433 790 070
Managing Director and Chief Executive Officer
Mirabela Nickel Limited
Telephone: +61 8 9324 1177