NEW YORK, April 17, 2013 /PRNewswire/ -- Blue Wolf
Mongolia Holdings Corp. (NASDAQ: MNGL) ("Blue Wolf" or the
"Company") today announced the results of its shareholder meeting
held on April 15, 2013. At the
shareholder meeting, shareholders approved an amendment to the
Company's Memorandum and Articles of Association extending the date
by which Blue Wolf must consummate its initial business combination
from April 20, 2013 to July 22, 2013 and removing the requirement that
Blue Wolf acquire a target business that has a fair market value
equal to at least 80% of the value of the funds held in the trust
account established to hold the IPO proceeds (the "Trust
Account"). Additionally, the Investment Management Trust
Agreement governing the Trust Account was amended to permit the
withdrawal from the Trust Account of an amount sufficient to
purchase the ordinary shares validly tendered and not withdrawn in
the tender offer conducted concurrent with the proxy solicitation
and to extend the date on which to liquidate the Trust Account in
accordance with the IMTA to July 22,
2013.
Blue Wolf also announced today the results of its tender offer
to purchase up to 7,006,515 of its ordinary shares in connection
with the extension and the other shareholder proposals. The tender
offer expired at 11:59 p.m.,
New York City time, on
April 16, 2013. Based upon
information provided by Continental Stock Transfer & Trust
Company, the depositary for the tender offer, as of the expiration
of the tender offer, a total of 5,794,119 ordinary shares have been
validly tendered and not properly withdrawn for a total purchase
price of approximately $57.8 million. Such ordinary shares
represent approximately 58% of Blue Wolf's issued and outstanding
ordinary shares as of April 16, 2013.
Payment for ordinary shares accepted for purchase will be made
promptly.
Lee Kraus, the Company's Chairman
and CEO stated, "We are pleased that shareholders granted us
additional time to consummate our intended initial business
combination with Li3 Energy, Inc. We will work diligently to
provide as promptly as possible additional information about the
business combination to our shareholders."
The execution of a definitive agreement with Li3 Energy, Inc. is
subject to a number of conditions, including (i) the satisfactory
completion of due diligence of the parties, (ii) the execution of
lockup and support agreements, and (iii) the completion of a second
tender offer in connection with the consummation of its proposed
business combination (the "Business Combination Tender Offer").
However, the Business Combination Tender Offer has not
commenced. Shareholders who did not tender their ordinary
shares retain the right to participate in Blue Wolf's proposed
business combination or to redeem their ordinary shares at the time
Blue Wolf conducts the Business Combination Tender Offer following
execution of the definitive agreement.
Morrow & Co., LLC. acted as the Information Agent for the
proxy solicitation and the tender offer, and the Depositary is
Continental Stock Transfer & Trust Company. For questions and
information, please call the Information Agent toll free at (800)
662-5200 (banks and brokers call collect at (203) 658-9400).
The Business Combination Tender Offer has not
commenced. This announcement is for informational purposes
only and does not constitute an offer to purchase nor a
solicitation of an offer to sell Blue Wolf ordinary shares. The
solicitation of offers to buy shares will only be made pursuant to
an offer to purchase, the form of letter of transmittal and other
related documents that Blue Wolf will distribute to its
securityholders at no expense to them upon commencement of the
Business Combination Tender Offer. The Business Combination Tender
Offer materials will contain important information that should be
read carefully before any decision is made with respect to the
Business Combination Tender Offer. In addition, all of those
materials (and all other offer documents filed with the SEC) will
be available at no charge on the SEC's website at www.sec.gov and
from the Information Agent.
About Blue Wolf
Blue Wolf is a blank check company formed in the British Virgin Islands on March 11, 2011 for the purpose of effecting a
merger, capital stock exchange, asset acquisition, stock purchase,
reorganization or similar business combination with one or more
businesses. In July 2011,
Blue Wolf completed its initial public offering of 8,050,000 units.
Upon the closing of the initial public offering, Blue Wolf
deposited $80,237,500 ($9.97 per share) in the Trust Account.
Forward-Looking Statements
In addition to historical information, this release may contain
a number of "forward-looking statements" as defined in the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements relate to outlooks or expectations for earnings,
revenues, expenses or other future financial or business
performance, strategies or expectations, or the impact of legal or
regulatory matters on business, results of operations or financial
condition. When used in the proxy materials, the words
"anticipate," "believe," "continue," "could," "estimate," "expect,"
"intend," "may," "might," "plan," "predict," "potential" and
"should," as they relate to us are intended to identify these
forward-looking statements. All statements by us regarding our
possible or assumed future results of our business, financial
condition, liquidity, results of operations, plans and objectives
and similar matters are forward-looking statements. These
forward-looking statements are based on information available to
Blue Wolf as of the date hereof and involve a number of risks and
uncertainties. These forward-looking statements involve a number of
known and unknown risks and uncertainties or other assumptions that
may cause actual results or performance to be materially different
from those expressed or implied by these forward-looking
statements. Some factors that could cause actual results to differ
include: the risk that governmental and regulatory review of
the Business Combination Tender Offer documents may result in the
inability of Blue Wolf to close the Tender Offer by July 22, 2013; the risk that Blue Wolf will not
be able to enter into a definitive agreement with Li3 Energy, Inc.
or any other target; the ability of Blue Wolf to effect the
Business Combination Tender Offer or consummate a business
combination; the risk that a condition to consummation of the
business combination may not be satisfied or waived; the ability to
meet the Nasdaq listing standards, including having the requisite
number of shareholders; potential changes in the legislative and
regulatory environments; and potential volatility in the market
price of the ordinary shares. Should one or more of these risks or
uncertainties materialize, or should any of the underlying
assumptions prove incorrect, actual results may vary in material
respects from those expressed or implied by these forward-looking
statements. You should not place undue reliance on these
forward-looking statements. Blue Wolf undertakes no obligation to
update or revise any forward-looking statements to reflect events
or circumstances after the date hereof, whether as a result of new
information, future events or otherwise, except as may be required
under applicable securities laws.
Company Contact:
Lee O. Kraus, CEO &
Chairman
Phone: (203) 622-4903
Information Agent:
Morrow & Co., LLC
470 West Avenue, 3rd Floor
Stamford, Connecticut 06902
Telephone: (800) 662-5200
Banks and Brokerage Firms: (203) 685-9400
mngl.info@morrowco.com
SOURCE Blue Wolf Mongolia Holdings Corp.