Federal Court approves Adamus Resources Limited Scheme of Arrangement for merger with Endeavour Mining Corporation
28 Novembre 2011 - 9:18PM
PR Newswire (Canada)
/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES/ PERTH, Western Australia, Dec.
2, 2011 /CNW/ - Adamus Resources Limited (Adamus) announces that
the Federal Court of Australia (Court) today ordered that the
scheme of arrangement between Adamus and its shareholders (Scheme),
in relation to the proposed merger with Endeavour Mining
Corporation (Endeavour), be approved. The Scheme will become
effective once a copy of the Court order is lodged with the
Australian Securities and Investments Commission on 5 December
2011. Under the Scheme, Adamus shareholders will receive 0.285
Endeavour shares, in the form of CHESS Depositary Interests (CDIs)
or shares, for each Adamus share they hold on the Record Date(1).
Indicative Timetable Effective Date of the Scheme and last 5
December 2011 day of trading of the Adamus shares on the ASX
Delisting Adamus shares from the TSX 5 December 2011 Venture
Exchange Endeavour CDIs commence trading on the 6 December 2011 ASX
on a deferred settlement basis2 Record Date for determining 7pm
(Sydney time) entitlements to the Scheme 12 December 2011
Consideration Implementation Date for the Scheme 19 December 2011
Despatch of holding statements for New As soon as practicable after
Endeavour Shares (in the form of CDIs) 19 December 2011 or direct
registration statements for New Endeavour Shares (in the form of
shares) New Endeavour Shares (in the form of 20 December 2011 CDIs)
commence trading on a normal settlement basis on the ASX All dates
and times are Perth, Western Australia times unless indicated
otherwise and are indicative only. Any changes to the above
timetable will be announced to ASX and available on Adamus' website
http://www.adamusresources.com.au Capitalised terms used in this
announcement have the same meaning as set out in the Scheme Booklet
dated 21 October 2011 (unless indicated otherwise). ADAMUS
RESOURCES LIMITED (signed) 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 Foreign
Shareholder will not receive Endeavour shares (in the form of CDIs
or shares) under the Scheme. Instead, the number of Endeavour
shares that would otherwise have been issued to them under the
Scheme will be issued to a Sale Agent, as each Ineligible Foreign
Shareholder's nominee in trust, who will sell those Endeavour
shares on the TSX following the implementation of the Scheme.
The Sale Agent will then pay each Ineligible Foreign Shareholder
the sale proceeds, net of any brokerage, taxes and charges. (2) As
the exact number of Endeavour CDIs to be issued to you will not be
known until after the Adamus Record Date and will not be
communicated to you until after you receive your confirmation of
issue following the Implementation Date, if you trade in Endeavour
CDIs during the deferred settlement period and prior to receipt of
the written confirmation of issue, you do so at your own
risk. Adamus Resources Limited CONTACT: Mr Ian Cunningham -
Company Secretaryon +61 8 9322 5943
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