Afferro Mining Inc. Updated Timetable in Advance of Arrangement (5181V)
December 13 2013 - 8:12AM
UK Regulatory
TIDMAFF
RNS Number : 5181V
Afferro Mining Inc.
13 December 2013
NOT FOR DISTRIBUTION IN THE UNITED STATES OR FOR DISSEMINATION
TO US NEWS WIRE SERVICES.
13 December 2013
TSX-V: AFF
AIM: AFF
AFFERRO MINING INC.
Updated Timetable of Events in Advance of Arrangement
Including Halt of Trading on TSX-V and Suspension of Trading on
AIM
Further to the announcement made on 29 November 2013, Afferro
Mining Inc. ("Afferro", or the "Company", TSX-V: AFF, AIM: AFF) is
releasing an updated indicative timetable of principal events
including the expected date that Afferro shares will be halted from
trading on the TSX-V and suspended from trading on AIM in
anticipation of the arrangement (the "Arrangement") between the
Company and International Mining & Infrastructure Corporation
plc ("IMIC") becoming effective. Under the terms of the
Arrangement, IMIC, through its wholly owned subsidiary, Afferro
Holdings Ltd., will acquire all of the issued common shares in the
capital of the Company ("Afferro Shares"). For each share or
depositary interest held Afferro shareholders and holders of
depositary interests will receive GBP0.80 in cash and a convertible
loan note issued by IMIC in the principal amount of GBP0.40.
Event Date
------------------------------------------------ --------------------
Last day of trading in Afferro Shares on 13 December 2013
TSX-V
------------------------------------------------ --------------------
Last day of trading in Afferro securities 16 December 2013
on AIM
------------------------------------------------ --------------------
IMIC General Meeting to vote on the Arrangement 16 December 2013
10.00 a.m. (GMT)
------------------------------------------------ --------------------
Afferro Shares suspended from trading on 16 December 2013
TSX-V with effect from
9.00 a.m. (EST)
2.00 p.m. (GMT)
------------------------------------------------ --------------------
Date of calculation of holders of Afferro 16 December 2013
depositary interests entitlements to payment
6.00 p.m. (GMT)
------------------------------------------------ --------------------
Afferro securities suspended from trading 17 December 2013
on AIM with effect from
8.00 a.m. (GMT)
------------------------------------------------ --------------------
Effective date of the Arrangement 19 December 2013
------------------------------------------------ --------------------
Cancellation of admission to trading of 20 December 2013
Afferro shares on AIM and the delisting
of Afferro shares on the TSX-V
------------------------------------------------ --------------------
Crediting of cash consideration to CREST 20 December 2013
accounts of holders of depositary interests
on AIM
------------------------------------------------ --------------------
Expected date for dispatch of cheques for by 31 December 2013
payment of cash consideration to Afferro
shareholders where cash consideration is
not satisfied through CREST (e.g. TSX-V)
(1)
------------------------------------------------ --------------------
Expected date for dispatch of convertible by 31 December 2013
loan notes(1)
------------------------------------------------ --------------------
(1) For holders of Afferro Shares for which cheques representing
cash consideration and convertible loan notes are being made
available for pick-up at the depositary's offices, the depositary
will contact such holders when such items are available for pick-up
as soon as practicable.
The above dates remain subject to change and material changes
will be notified via a regulatory information service in the UK and
publicly in Canada. The purpose of the halt in trading of Afferro
Shares is to ensure timely settlement of trades in advance of the
completion of the Arrangement and to ensure timely delivery of the
consideration for Afferro Shares following closing. For more
information regarding the consideration payable and the procedure
for depositing Afferro Shares, please see the Company's circular
dated 15 August 2013 and available on the Company's website and
under the Company's profile on www.sedar.com.
As previously announced, the outside date for the Arrangement
remains at 31 December 2013. For further information please contact
one of the following or visit the Company's website at
www.afferro-mining.com
Questions regarding Afferro Shares deposited with letters of
transmittal may be directed to Computershare Investors Services
Inc. at 1-800-564-6253 and requests for information regarding
Afferro Depositary Interests may be directed to Computershare
Investor Services plc at +44 870 702 0000.
Afferro Mining Inc.
www.afferro-mining.com
Luis da Silva / Jeremy Cave
+44 (0) 20 7010 7680
Canaccord Genuity Limited
Financial Adviser
Neil Elliot / Joe Weaving
+44 (0) 20 7523 8000
Investec Bank Plc
Nominated Adviser and Joint Broker
Chris Sim / Jeremy Ellis / George Price
+44 (0) 20 7597 5970
RBC Capital Markets
Joint Broker
Jonathan Hardy / Richard Hughes
+44 (0) 20 7653 4000
Pelham Bell Pottinger
Public Relations Adviser
Daniel Thöle / James MacFarlane
+44 (0) 20 7861 3232
Forward Looking Statements
This announcement includes certain forward-looking statements.
All statements, other than statements of historical fact, included
herein are forward-looking statements that involve various known
and unknown risks and uncertainties as well as other factors. Such
forward looking statements are subject to a number of risks and
uncertainties that may cause actual results or events to differ
materially from current expectations. There can be no assurance
that such statements will prove to be accurate and actual results
and future events could differ materially from those anticipated in
such statements.
Information about the risks and uncertainties of the Company's
business is provided in its disclosure materials, including its
Annual Information Form for the 12 months ended 31 December 2012,
available under the Company's profile on SEDAR at www.sedar.com.
Although the Company has attempted to identify important factors
that could cause actions, events or results to differ materially
from those described in forward looking information, there may be
other factors that cause actions, events or results not to be as
anticipated, estimated or intended.
This news release contains forward-looking statements concerning
the expected completion date of the Arrangement and payment of the
consideration for Afferro Shares. There can be no assurance that
the Arrangement will occur, payments for the Afferro Shares will be
made at the time specified or that the anticipated strategic
benefits and operational, competitive and cost synergies will be
realized from the Arrangement. The Arrangement remains conditional
on approval by IMIC shareholders and the satisfaction or waiver of
the conditions to closing, including receipt of all necessary
regulatory approvals, and there can be no assurance that any such
approvals will be obtained in a timely manner or at all and/or any
such conditions will be met.
The Arrangement could be modified, restructured or terminated.
Readers are cautioned that the foregoing list of factors is not
exhaustive. Other risks and uncertainties not presently known to
Afferro or that Afferro presently believes are not material could
also cause actual results or events to differ materially from those
expressed in the forward-looking statements contained herein.
There can be no assurance that forward looking information will
prove to be accurate, as actual results and future events could
differ materially from those anticipated in such information.
Accordingly, readers should not place undue reliance on
forward-looking information. The forward-looking information
contained herein, speaks only as of the date hereof (unless stated
otherwise) and, except as may be required by applicable law,
Afferro disclaims any obligation to update or modify such
forward-looking statements, either as a result of new information,
future events or for any other reason.
About Afferro
Afferro is an established exploration and development company
listed on the TSX-V (AFF) and AIM (AFF). Afferro's portfolio
includes the 100% owned Nkout, Ntem and Akonolinga iron ore
projects. It also holds a 70% interest in the Ngoa project, an
exploration target bordering Nkout. All projects are subject to
government rights.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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