0001279569-13-001592.txt : 20131125 0001279569-13-001592.hdr.sgml : 20131125 20131122174800 ACCESSION NUMBER: 0001279569-13-001592 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20131122 FILED AS OF DATE: 20131125 DATE AS OF CHANGE: 20131122 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Jaguar Mining Inc CENTRAL INDEX KEY: 0001333849 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 980396253 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33548 FILM NUMBER: 131239175 BUSINESS ADDRESS: STREET 1: 67 YONGE STREET STREET 2: SUITE 1203 CITY: TORONTO STATE: A6 ZIP: M5E 1J8 BUSINESS PHONE: 647-494-5524 MAIL ADDRESS: STREET 1: 67 YONGE STREET STREET 2: SUITE 1203 CITY: TORONTO STATE: A6 ZIP: M5E 1J8 6-K 1 jaguar6k.htm FORM 6-K

 

 

FORM 6-K

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 under the

Securities Exchange Act of 1934

 

For the month of November 2013

Commission File Number 001-33548

 

JAGUAR MINING INC. 

 

 

67 Yonge Street, Suite 1203

Toronto, Ontario, Canada M5E 1J8

 

(Address of principal executive offices.)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F   o Form 40-F   x

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

 

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

 

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

 

 

 

 
 

 

 

EXHIBIT INDEX

 

Exhibit Number   Description of Exhibit
     
99.1 First Amendment to the Restructuring Support Agreement

 

 

 
 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  JAGUAR MINING INC.  
       
Date: November 22, 2013 By: /s/ David M. Petroff    
    Name: David M. Petroff  
    Title: President and Chief Executive Officer  
       

 

 

 

EX-99.1 2 ex991.htm MATERIAL DOCUMENT

Exhibit 99.1

 

FIRST AMENDMENT TO THE RESTRUCTURING SUPPORT AGREEMENT

This First Amendment (this “First Amendment”) dated as of November 20, 2013, among (a) Jaguar Mining Inc. (“Jaguar” or the “Company”), (b) its subsidiaries, MCT Mineração Ltda., Mineração Turmalina Ltda. and Mineração Serras do Oeste Ltda. (collectively, the “Subsidiaries”), and (c) each of the other signatories hereto (each a “Consenting Noteholder” and collectively the “Consenting Noteholders”), amends the Support Agreement dated as of November 13, 2013, among the Company, the Subsidiaries and the Consenting Noteholders party thereto (the “Support Agreement”) to the extent, and on the terms and conditions, set forth herein. The Consenting Noteholders, the Company and the Subsidiaries are collectively referred to in this First Amendment as the “Parties” and each (including each Consenting Noteholder, individually) is a “Party”.

WHEREAS the Company, the Subsidiaries and the Consenting Noteholders are party to the Support Agreement, pursuant to which the Consenting Noteholders agreed to support a Transaction that is to be implemented pursuant to, a recapitalization and restructuring plan to be filed in respect of the Company in proceedings under the Canada Business Corporations Act or the Companies’ Creditors Arrangement Act, as applicable;

AND WHEREAS the Parties wish to make certain amendments to the Support Agreement in accordance with the terms thereof;

AND WHEREAS capitalized terms used but not otherwise defined in this First Amendment shall have the meanings ascribed to them in the Support Agreement;

AND WHEREAS all sections and paragraphs referenced herein are to the Support Agreement unless stated otherwise.

NOW THEREFORE, for good and valuable consideration, the receipt of which are hereby acknowledged, the Parties hereby amend the Support Agreement as follows:

1.                   Amendments

(a)                 Section 4(d)(i) of the Support Agreement is hereby amended by deleting the words “November 26, 2013” and replacing such words with the words “December 9, 2013”.

(b)                 Section 4(d)(ii) of the Support Agreement is hereby amended by deleting the words “November 28, 2013” and replacing such words with the words “December 11, 2013”.

(c)                 Section 4(u) of the Support Agreement is hereby amended by deleting the words “November 20, 2013” and replacing such words with the words “December 3, 2013”.

(d)                 Section 8(c) of the Support Agreement is hereby amended by deleting the words “November 20, 2013” and replacing such words with the words “December 3, 2013”.

 
 

2.                   Mutual Representations and Warranties. Each of the Parties hereby represents and warrants severally and not jointly to each other Party (and acknowledges that each of the other Parties is relying upon such representations and warranties) that:

(a)                 This First Amendment has been duly executed and delivered by it, and, assuming the due authorization, execution and delivery by each of the other parties hereto, this First Amendment constitutes the legal, valid and binding obligation of it, enforceable against it in accordance with its terms, subject to laws of general application and bankruptcy, insolvency and other similar laws affecting creditors’ rights generally and general principles of equity.

(b)                 It is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and has all necessary power and authority to execute and deliver this First Amendment and to perform its obligations hereunder and consummate the transactions contemplated hereby.

3.                   Full Force and Effect. The Support Agreement shall not be amended or otherwise modified by this First Amendment except as set forth in Section 1 of this First Amendment. Except as amended by this First Amendment, the Support Agreement shall continue to be and shall remain in full force and effect in accordance with its terms, and the Parties hereto hereby ratify and confirm the Support Agreement in all respects, as amended hereby. All references to the “Agreement”, “herein”, “hereof”, “hereunder” or words of similar import in the Support Agreement shall be deemed to include the Support Agreement as amended by this First Amendment.

4.                   Reservation of Rights. Nothing contained in this First Amendment constitutes a waiver of any default that may heretofore or hereafter occur or have occurred and be continuing under the Support Agreement. Except as expressly provided herein, the execution and delivery of this First Amendment does not: (i) extend the terms of the Support Agreement; (ii) give rise to any obligation on the part of any Party to extend, modify, alter, amend or waive any term or condition of Support Agreement or otherwise prejudice any rights or remedies which any Party now has or may have in the future; or (iii) give rise to any defences, setoffs, reductions or counterclaims to any Party right to enforce, exercise and enjoy the benefits of their respective rights and remedies under the Support Agreement.

5.                   Miscellaneous

(a)                 The headings of the Sections of this First Amendment have been inserted for convenience of reference only, are not to be considered a part hereof, and shall in no way modify or restrict any of the terms or provisions hereof.

(b)                 Unless the context otherwise requires, words importing the singular shall include the plural and vice versa and words importing any gender shall include all genders.

(c)                 This First Amendment shall be governed by the laws of the State of New York and the federal laws of the United States applicable therein.

(d)                 This First Amendment may be signed in counterparts, each of which, when taken together, shall be deemed an original. Execution of this First Amendment is effective if a signature is delivered by facsimile transmission or electronic (e.g., pdf) transmission.

[Remainder of this page intentionally left blank; signature pages follow]

 

 
 

Signature Page to First Amendment to the Support Agreement

This First Amendment has been agreed and accepted on the date first written above.

Jaguar Mining Inc.

 

Per: “David M. Petroff”

Name: David M. Petroff

Title: President and Chief Executive
       Officer

 

MCT Mineração Ltda.

 

Per: “T. Douglas Willock”

Name: T. Douglas Willock

Title: Director

 

Mineração Turmalina Ltda.

 

Per: “T. Douglas Willock”

Name: T. Douglas Willock

Title: Director

 

Mineração Serras do Oeste Ltda.

 

Per: “T. Douglas Willock”

Name: T. Douglas Willock

Title: Director

 
 

 

STRICTLY CONFIDENTIAL

 

Name of Consenting Noteholder: [Redacted]
     
     
  Per: [Redacted]
    Name: [Redacted]
    Title: [Redacted]

 

*The Signature, Name and Title of each of the Consenting Noteholders has been redacted pursuant to Section 18 of the Support Agreement.

 

STRICTLY CONFIDENTIAL