CALGARY, ALBERTA--(Marketwire - July 15, 2010) - Macquarie Resource Capital Canada Ltd. ("Macquarie"), a wholly owned subsidiary of Macquarie Bank Limited, is pleased to announce the July 15, 2010 closing, subject to regulatory approval, of a private placement of 15,169,932 common shares (the "Common Shares") of Terrex Energy Inc. ("Terrex") at a price of $0.185 per Common Share. Terrex has also agreed to issue to Macquarie warrants to acquire up to 2,000,000 Common Shares of Terrex at an exercise price of $0.185 (the "Purchase Warrants"). The Purchase Warrants will be subject to vesting conditions (and will vest and become exercisable as to one-third on each of the first, second and third six month periods from the date of grant) and will expire five years from the date of grant.
Prior to this acquisition, Macquarie acquired ownership or control over an aggregate of 6,451,690 Common Shares, representing, in aggregate, approximately 9.92% of the 65,025,671 issued and outstanding Common Shares prior to this private placement (1,367,982 Common Shares were acquired by Macquarie on June 22, 2010 and 5,083,708 Common Shares were acquired by Macquarie on June 14, 2010).
According to information provided by Terrex, there will be 80,195,603 Common Shares of Terrex issued and outstanding upon completion of this private placement, with Macquarie directly owning or controlling an aggregate of 21,621,622 Common Shares, representing approximately 26.96% of the issued and outstanding Common Shares of Terrex.
Macquarie has relied on Section 2.3 of National Instrument 45-106 Prospectus and Registration Exemptions as they meet the definition of an 'accredited investor' under securities legislation. Macquarie is investing in Terrex in the ordinary course of business and may, in the future, make additional investments in or dispositions of Terrex's securities.
The issuance of this news release is not an admission that an entity named in the news release owns or controls any described securities or is a joint actor with another named entity.