Federal Court of Australia Orders Convening of the Scheme Meeting
18 Ottobre 2011 - 2:48AM
PR Newswire (Canada)
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES PERTH, Western Australia, Oct.
21, 2011 /CNW/ - On 22 August 2011, Adamus Resources Limited
("Adamus") and Endeavour Mining Corporation ("Endeavour") announced
they had entered into a definitive Merger Implementation Agreement
to combine through an all-stock merger of equals transaction
creating a new growth focused West African gold producer. The
merger of Adamus and Endeavour is to be implemented by way of a
Scheme of Arrangement ("Scheme") between Adamus and its
shareholders. Today the Federal Court of Australia approved the
issue of the Adamus Scheme Booklet and ordered the convening of a
meeting of shareholders of Adamus to consider the Scheme ("Scheme
Meeting"). The Scheme Meeting will be held at 10.00am
on 28 November 2011 at the Heritage Boardroom, The Melbourne Hotel,
Cnr Hay and Milligan Streets, Perth, Australia. Adamus'
Annual General Meeting will be held on the same date, at 10.30am or
immediately following the Scheme Meeting, whichever is later. Under
the Scheme, Adamus shareholders will receive 0.285 Endeavour shares
(in the form of CHESS Depositary Interests or shares) for each
Adamus share they hold(1) on the record date, which is expected to
be 12 December 2011. The Scheme Booklet The Scheme Booklet, a copy
of which will be released to ASX and SEDAR and available on Adamus'
website, will be dispatched to Adamus shareholders on or about 25
October 2011. Adamus shareholders should carefully read the Scheme
Booklet in its entirety and the materials accompanying it before
deciding whether or not to vote in favour of the Scheme. Directors'
Recommendation and Support The Adamus Directors have carefully
considered the Scheme and unanimously recommend that, in the
absence of a superior proposal, Adamus shareholders vote in favour
of the Scheme. Each of the Adamus Directors intends to vote all
Adamus shares held by them in favour of the Scheme. Independent
Expert The Independent Expert, Ernst & Young, has concluded
that the Scheme is in the best interests of Adamus shareholders.
The Independent Expert's Report is contained in Annexure A of the
Scheme Booklet. Adamus Shareholder Information Line If shareholders
have any questions about the Merger, the Scheme or the Scheme
Meeting, they should contact the Adamus Shareholder Information
Line between 8.30am-7.30pm (Sydney time), or 5.30am-4.30pm (Perth
time), Monday-Friday: -- in Australia by telephone at 1800 828 558;
or -- outside of Australia by telephone at +61 2 8280 7215, or
consult your legal, investment, taxation or other professional
adviser. ADAMUS RESOURCES LIMITED Ian Cunningham COMPANY SECRETARY
Neither TSX Venture Exchange nor its Regulation Services Provider
(as that term is defined in the policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release. (1) Ineligible Adamus Shareholders will have the
Endeavour shares they would otherwise receive under the Scheme
issued to a nominee for sale. Adamus Resources Limited CONTACT:
Mark Connelly - Managing Director / CEO+61 8 9322 5943email:
info@adamusresources.com.auFor media enquiries contact:David Ikin -
Professional Public Relations+61 8 9388 0944email:
david.ikin@ppr.com.au
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