Texas & Oklahoma Coal Company

Marenica purchased 3,400,000 Texas & Oklahoma Coal Company (TOCC) ordinary shares (5.0%) in late 2011 for an opportunity to participate in the development of coal export opportunities from North America.  On 5 August 2014 TOCC informed its shareholders they had signed a non-binding Heads of Agreement with Metals Finance Corporation Limited (MFC) providing for a merger by way of MFC acquiring all the shares in TOCC in exchange for shares and options in MFC.  MFC is a public company limited by shares listed on the Australian Stock Exchange (ASX).

The merger will occur by way of an exchange by TOCC shareholders of their shares in TOCC (by transfer to MFC) for new shares in MFC to be issued to TOCC shareholders, at a value of A$0.20, on the basis of five new MFC shares for every six shares in TOCC and three attaching MFC options for every ten new MFC shares.  Each MFC option entitles the option holder, within three years, to subscribe for a new share in MFC at $0.25 a share.  Marenica will be issued with 2,833,334 new ordinary shares in MFC and 850,001 attaching options, to be quoted on the ASX.

The merger was ratified at a meeting of shareholders held on 18 August 2014.

MFC are planning to complete a $5 million capital raising, with a minimum of $3.5 million, during September/October 2014.  The new shares in MFC are expected to be listed on the ASX in October 2014.

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