0001104659-11-053094.txt : 20110923 0001104659-11-053094.hdr.sgml : 20110923 20110923165643 ACCESSION NUMBER: 0001104659-11-053094 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110923 DATE AS OF CHANGE: 20110923 GROUP MEMBERS: MACQUARIE GROUP LTD FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MACQUARIE BANK LTD CENTRAL INDEX KEY: 0001257135 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: LEVEL 9 15 LONDON CIRCUIT CITY: CANBERRA ACT 2600 STATE: C3 ZIP: 00000 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NiMin Energy Corp. CENTRAL INDEX KEY: 0001404636 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: A0 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-86404 FILM NUMBER: 111105668 BUSINESS ADDRESS: STREET 1: 1160 EUGENIA PLACE STREET 2: SUITE 100 CITY: CARPINTERIA STATE: CA ZIP: 93013 BUSINESS PHONE: 805-566-2900 MAIL ADDRESS: STREET 1: 1160 EUGENIA PLACE STREET 2: SUITE 100 CITY: CARPINTERIA STATE: CA ZIP: 93013 FORMER COMPANY: FORMER CONFORMED NAME: NIMIN CAPITAL CORP DATE OF NAME CHANGE: 20070626 SC 13G 1 a11-26930_2sc13g.htm SC 13G

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No.     )*

 

NiMin Energy Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

65440N100

(CUSIP Number)

September 2, 2011

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 



 

CUSIP No. 65440N100

 

 

1.

Names of Reporting Persons
Macquarie Group Limited

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

x

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Sydney, New South Wales, Australia

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,137,930 units, consisting of 2,758,620 common shares and 1,379,310 warrants for common shares, each warrant exercisable for one common share, deemed beneficially owned due to reporting person’s ownership of Macquarie Bank Limited

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.8%

 

 

12.

Type of Reporting Person (See Instructions)
HC

 

2



 

CUSIP No. 65440N100

 

 

1.

Names of Reporting Persons
Macquarie Bank Limited

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

x

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Sydney, New South Wales, Australia

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
4,137,930

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
4,137,930

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,137,930 units, consisting of 2,758,620 common shares and 1,379,310 warrants for common shares, each warrant exercisable for one common share

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.8%

 

 

12.

Type of Reporting Person (See Instructions)
BK, CO

 

3


 


 

Item 1.

 

(a)

Name of Issuer
NiMin Energy Corporation

 

(b)

Address of Issuer’s Principal Executive Offices
1160 Eugenia Place, Suite 100, Carpinteria, California 93013

 

Item 2.

 

(a)

Name of Person Filing
This Schedule 13G is jointly filed by Macquarie Group Limited and Macquarie Bank Limited.

 

(b)

Address of Principal Business Office or, if none, Residence
The principal business address of Macquarie Group Limited and Macquarie Bank Limited is No.1 Martin Place

Sydney, New South Wales, Australia. 

 

(c)

Citizenship
Sydney, New South Wales, Australia Corporation

 

(d)

Title of Class of Securities
Common Stock

 

(e)

CUSIP Number
65440N100

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

A non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);

 

(k)

o

Group, in accordance with § 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J), please specify the type of institution:____________________________

 

4



 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:   

See responses on the cover pages hereto.

 

(b)

Percent of class:   

See responses on the cover pages hereto.

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote   

See responses on the cover pages hereto.

 

 

(ii)

Shared power to vote or to direct the vote    

 

 

 

(iii)

Sole power to dispose or to direct the disposition of   

See responses on the cover pages hereto.

 

 

(iv)

Shared power to dispose or to direct the disposition of   

 

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group

Macquarie Group Limited and Macquarie Bank Limited are members of a group for the purposes of this filing.

 

Item 9.

Notice of Dissolution of Group

Not applicable.

 

5



 

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

Signature

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Macquarie Group Limited

9/23/11

 

Date


/s/ Gus Wong


/s/ Heidi Mortensen

Signature

Signature





Gus Wong

Attorney-in-Fact

Heidi Mortensen

Attorney-in-Fact

 

Macquarie Bank Limited

9/23/11

 

Date


/s/ Gus Wong


/s/ Heidi Mortensen

Signature

Signature





Gus Wong

Attorney-in-Fact

Heidi Mortensen

Attorney-in-Fact

 

6



 

EXHIBIT A

 

Exhibit A        Joint Filing Agreement between Macquarie Bank Limited and Macquarie Group Limited (incorporated by reference to Schedule 13D filed by Macquarie Bank Limited on September 16, 2010).

 

7