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Scheme of Arrangement Becomes Effective

9 Oct 2019 09:39

RNS Number : 2776P
MOD Resources Limited
09 October 2019
 

9 October 2019

MOD Resources Limited

("MOD" or the "Company")

Scheme of Arrangement Becomes Effective

 

MOD Resources Ltd (ASX/LSE:MOD) (Company or MOD) is pleased to advise that a copy of the orders of the Supreme Court of Western Australia (Orders) approving the scheme of arrangement pursuant to which Sandfire Resources NL (Sandfire) will acquire all of the issued shares of the Company (the Scheme) has been lodged with the Australian Securities and Investments Commission and the Scheme has become legally effective. A copy of the Orders is attached.

 

MOD's securities will be suspended from trading on the Australian Securities Exchange (ASX) at the close of trade today, 9 October 2019.

 

The admission of MOD's ordinary shares to the Official List of the Financial Conduct Authority and to trading on the London Stock Exchange's Main Market will be suspended with effect from market opening in London today, 9 October 2019.

 

MOD shareholders (other than those MOD shareholders who made a cash election, ineligible foreign shareholders and shareholders who hold an unmarketable parcel who do not, or are unable to, make an election to receive Sandfire shares (Unmarketable Parcel Shareholders) who hold shares at 5:00pm (ADST) on 16 October 2019 will be issued 0.0664 Sandfire shares for every MOD share held (Scrip Consideration).

 

The consideration to be received by MOD shareholders who have made a cash election will be determined after the record date (expected to be 16 October 2019) when the final share numbers of those who have elected cash consideration is known. The indicative amount that these MOD shareholders would receive is detailed in MOD's ASX announcement on 25 September 2019. As previously advised, this amount may change based on movements on the share register up until the record date and the final audit, analysis and calculation of cash elections, which is being undertaken after the record date.

 

It is expected that the Scheme consideration will be paid or issued (as applicable) to MOD shareholders on 23 October 2019.

 

Ineligible foreign shareholders and Unmarketable Parcel Shareholders will have the Scrip Consideration that they would have otherwise been entitled to receive issued to a sale agent who will then sell those Sandfire shares and remit the proceeds (if any) to these shareholders by the end of November.

 

 

For and on behalf of the Board.

 

Julian Hanna

Managing Director

Mark Clements

Executive Chairman and Company Secretary

Jeff Sansom

Investor Relations

E: IR@modresources.com.au

P: +61 (8) 9322 8233

Jos Simson / Emily Moss (UK PR & IR)

Tavistock

P: +44 (0) 207 920 3150

P: +44 (0) 778 855 4035

E: MOD@tavistock.co.uk

 

Subscribe at: www.modresources.com.au

 

About MOD Resources

 

MOD Resources Ltd (ASX/LSE: MOD) is a dual listed copper exploration and development company with a dominant land position within the Kalahari Copper Belt in Botswana. The Company is focussed on developing the 100% MOD owned T3 Copper Project, which has potential to be a high-margin, low-cost copper mine. In parallel with the progressing towards the development of the T3 Copper Project, MOD has undertaken substantial exploration programs across several priority drill targets and within untested areas of interesting and potentially significant Electromagnetic and Cu-Zn soil anomalies.

MOD and its in-country operating companies Tshukudu Metals Botswana (Pty) Ltd and Tshukudu Exploration (Pty) Ltd have a social licence to operate within Botswana as well as within the host community of Ghanzi. MOD continues to work collaboratively with Government regulators and members of the Ghanzi District community to ensure that any social investments and developments are targeted to create a positive and lasting legacy.

On 25 June 2019, the Company announced Sandfire had made an offer to acquire 100% of MOD shares by way of a Scheme of Arrangement.

Please see court order in the full version of the announcement at www.modresources.com.au

-ENDS-

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
 
END
 
 
SOAGIBDGRXGBGCC
Date   Source Headline
23rd Oct 201910:09 amRNSSuccessful Implementation of Scheme of Arrangement
23rd Oct 201910:01 amRNSCancellation of Unlisted Options
11th Oct 201910:47 amRNSAppendix 3B
11th Oct 201910:43 amRNSSection 708A Notice
9th Oct 201911:10 amRNSSuspension from Official Quotation
9th Oct 20199:39 amRNSScheme of Arrangement Becomes Effective
9th Oct 20197:30 amRNSSuspension - MOD Resources Limited
8th Oct 20197:00 amRNSCourt Approves Scheme
4th Oct 20197:00 amRNSCancellation of Performance Rights
2nd Oct 20191:15 pmRNSChange in substantial holding
2nd Oct 20199:01 amRNSResolutions of General Meeting and Scheme Meeting
2nd Oct 20197:00 amRNSChange in substantial holding
1st Oct 201911:30 amRNSChange in substantial holding
1st Oct 20197:38 amRNSResults of Scheme Meeting
1st Oct 20197:36 amRNSResults of General Meeting
1st Oct 20197:35 amRNSUpdate on Issue of Equity and TVR and Capital
27th Sep 201911:11 amRNSBecoming a substantial holder
25th Sep 201910:59 amRNSCash-settled Equity Swap
25th Sep 20197:19 amRNSUpdate on Cash Elections from MOD shareholders
24th Sep 20198:16 amRNSDisclosure of Cash-settled Equity Swap
20th Sep 20199:15 amRNSChange in substantial holding
18th Sep 20198:59 amRNSChange in substantial holding from SFR
18th Sep 20198:57 amRNSChange in substantial holding
18th Sep 20198:56 amRNSChange in substantial holding
16th Sep 201911:23 amRNSSection 708A Notice and Appendix 3B
12th Sep 20197:37 amRNSForm 604
12th Sep 20197:34 amRNSForm 604
12th Sep 20197:32 amRNSForm 604
6th Sep 20197:35 amRNSLetter to Shareholders - Scheme Booklet
4th Sep 20197:32 amRNSAfrica Down Under Conference Presentation
4th Sep 20197:30 amRNSHalf-Year Report
4th Sep 20197:24 amRNSReplacement on Issue of Equity and TVR and Capital
2nd Sep 20197:00 amRNSUpdate on Issue of Equity and TVR and Capital
29th Aug 201911:17 amRNSDespatch of Scheme Booklet
27th Aug 20197:00 amRNST3 Mine ESIA Progresses to Public Review
22nd Aug 20199:10 amRNSForm 604
22nd Aug 20199:07 amRNSForm 604
22nd Aug 20199:06 amRNSNotice of General Meeting and Proxy Form
22nd Aug 20199:03 amRNSRegistration of Scheme Booklet
21st Aug 20197:00 amRNSUpdate on the Proposed Sandfire Transaction
1st Aug 20198:45 amRNSUpdate on Issue of Equity and TVR and Capital
30th Jul 20197:01 amRNSQuarterly Cashflow Report
30th Jul 20197:00 amRNSQuarterly Activities Report
19th Jul 20198:27 amRNSSection 708A Notice & Appendix 3B
16th Jul 201910:14 amRNSForm 603 - Becoming a substantial holder from MUFG
16th Jul 201910:07 amRNSForm 603 - Becoming a substantial holder from MS
1st Jul 20197:00 amRNSUpdate on Issue of Equity and TVR and Capital
28th Jun 20197:00 amRNSAppendix 3Y
28th Jun 20197:00 amRNSForm 603 - Becoming a substantial holder from SFR
25th Jun 20197:01 amRNSSandfire to Acquire MOD - Investor Presentation

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