Statement re CRC announcement & further cautionary
10 2월 2009 - 6:16PM
UK Regulatory
TIDMMTX TIDMCRC
METOREX LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1934/005478/06)
Share code: MTX
ISIN: ZAE000022745
Issuer code: MEMTX
("Metorex")
ANNOUNCEMENT AND FURTHER CAUTIONARY ANNOUNCEMENT
Shareholders are referred to the Copper Resources Corporation ("CRC" or "the
Company") announcement released on AIM earlier today.
The salient features of this announcement are detailed below:
* CRC has launched an Offer for Subscription, under which it proposes to
raise up to US$25 million (before expenses) primarily to provide working
capital for the Company and to convert a loan from Metorex of approximately
US$25 million.
* The Offer for Subscription is being made to enable all existing CRC
shareholders ("Shareholders") to participate only on a pro rata basis with
57 Subscription Shares being offered for every 10 Common Shares held by
Shareholders as at the Record Date of 4 February.
* Subscription Price of 7 pence per Subscription Share.
* Metorex has elected to participate in the Offer for Subscription on a
pro-rata basis through the conversion of approximately US$25 million of its
loan to CRC which stood at US$29.5 million as at 31 January 2009 (including
interest) ("the Metorex Loan").
* If no other Shareholders participate in the Offer for Subscription, the
conversion of the Metorex Loan will result in Metorex holding approximately
87% of the enlarged issued share capital. The Offer for Subscription is not
being underwritten.
* Assuming the Offer for Subscription is fully subscribed, the net proceeds
will substantially be used to provide working capital to CRC and its
subsidiaries for approximately 12 months and for the repayment of the
outstanding amount of the Metorex Loan which Metorex has not elected to
convert pursuant to the Offer for Subscription, of approximately US$4.5
million as at 31 January 2009, together with any subsequent amounts drawn
down and accrued interest thereon.
* The Subscription Price represents a 27.8% discount to the prevailing
weighted average CRC price of approximately 9.7 pence per Common Share for
the 30 days to 6 February 2009, and a discount of 6.7% to the mid closing
CRC price of 7.5 pence per Common Share on 6 February 2009.
* A General Meeting of CRC has been convened for 24 February 2009 in South
Africa, at which Shareholders who are entitled to vote will be asked to
consider and, if thought fit, approve a resolution in order to enable CRC
to cancel the admission of its Common Shares to trading on AIM. If
Shareholders approve the resolution to cancel admission of the Common
Shares to trading on AIM, such cancellation will be effected prior to the
allotment and issue of Subscription Shares.
This announcement is available on the CRC website at www.copperresources.com.
Further cautionary announcement
In terms of the Listings Requirements of the JSE Limited ("JSE") this
transaction is categorised as a Category 2 transaction for Metorex.
Accordingly, shareholders are referred to the cautionary announcements dated 27
November 2008, 4 December 2008 and 3 February 2009 and are advised to continue
to exercise caution when dealing in their Metorex shares until a detailed
announcement in terms of this transaction, including the pro forma financial
effects, are made.
Rosebank
10 February 2009
Sponsor on the JSE to Metorex
Barnard Jacobs Mellet Corporate Finance (Pty) Limited
College Hill Tel: 011-447 3030
Jacques de Bie Cell: 082-691 5384
Hayley Crane
END
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