Offer Update (1060N)
August 26 2011 - 4:12AM
UK Regulatory
TIDMCDN
RNS Number : 1060N
Caledon Resources PLC
26 August 2011
Not for release, publication or distribution, (in whole or in
part), in, into or from any jurisdiction where to do so would
constitute a violation of the relevant laws of such
jurisdiction
26 August 2011
CALEDON RESOURCES PLC
PROPOSED RECOMMENDED ACQUISITION OF THE COMPANY BY GUANGDONG
RISING (AUSTRALIA) PTY LTD ("BIDCO") TO BE IMPLEMENTED BY WAY OF A
SCHEME OF ARRANGEMENT
SCHEME EFFECTIVE
Caledon Resources plc ("Caledon") announces that the Scheme has
now become effective in accordance with its terms.
Caledon has made an application to the London Stock Exchange for
the cancellation of the admission to trading of Caledon Shares on
AIM, to be effective from 7.00 a.m. (London time) on 30 August
2011. Caledon will request ASX to remove the CDIs from official
quotation on ASX and will apply for itself to be removed from the
official list of ASX. It is expected that termination of quotation
of CDIs on ASX will take place on 29 August 2011.
Holders of Scheme Shares are entitled to receive 112 pence for
each Scheme Share held by them at the Scheme Record Time (7.00 p.m.
(London time) on 24 August 2011).
The consideration due to Scheme Shareholders will be sent no
later than 9 September 2011.
Capitalised terms used but not defined in this announcement have
the same meanings as given to them in the circular containing the
Scheme that was sent to Caledon Shareholders on 1 July 2011.
In accordance with Rule 19.11 of the City Code, a copy of this
announcement will be published on the following website:
www.caledonresources.com.
For further information, please contact:
United Kingdom
Caledon Resources plc
Jeremy Gorman +44 (0) 20 3178 5485
RBC Capital Markets, financial adviser, nominated adviser and
corporate broker to Caledon
Martin Eales +44 (0) 20 7653 4000
Daniel Conti
Tavistock Communications
Jos Simson +44 (0) 20 7920 3150
Emily Fenton +44 (0) 7789 870 450
Australia
Caledon Resources plc
Mark Trevan +61 7 3309 3103
About Caledon
Caledon Resources plc is a public company listed on the AIM
Market of the London Stock Exchange and the Australian Securities
Exchange (trading symbol: AIM:CDN and ASX: CCD).
Caledon is a coking coal producer and explorer in the Bowen
Basin of Queensland, Australia. It acquired the mothballed Cook
Mine in late 2006 and has since recommissioned the operation and
introduced an innovative new underground mining methodology. The
Company also purchased the nearby Minyango exploration concessions
in 2006 and has completed a prefeasibility study on a potential
underground coking and thermal coal mine.
Disclosure requirements of the City Code
Under Rule 8.3(a) of the City Code, any person who is interested
in 1% or more of any class of relevant securities of an offeree
company or of any paper offeror (being any offeror other than an
offeror in respect of which it has been announced that its offer
is, or is likely to be, solely in cash) must make an Opening
Position Disclosure following the commencement of the offer period
and, if later, following the announcement in which any paper
offeror is first identified. An Opening Position Disclosure must
contain details of the person's interests and short positions in,
and rights to subscribe for, any relevant securities of each of (i)
the offeree company and (ii) any paper offeror(s). An Opening
Position Disclosure by a person to whom Rule 8.3(a) applies must be
made by no later than 3.30 p.m. (London time) on the 10th business
day following the commencement of the offer period and, if
appropriate, by no later than 3.30 p.m. (London time) on the 10th
business day following the announcement in which any paper offeror
is first identified. Relevant persons who deal in the relevant
securities of the offeree company or of a paper offeror prior to
the deadline for making an Opening Position Disclosure must instead
make a Dealing Disclosure.
Under Rule 8.3(b) of the City Code, any person who is, or
becomes, interested in 1% or more of any class of relevant
securities of the offeree company or of any paper offeror must make
a Dealing Disclosure if the person deals in any relevant securities
of the offeree company or of any paper offeror. A Dealing
Disclosure must contain details of the dealing concerned and of the
person's interests and short positions in, and rights to subscribe
for, any relevant securities of each of (i) the offeree company and
(ii) any paper offeror, save to the extent that these details have
previously been disclosed under Rule 8. A Dealing Disclosure by a
person to whom Rule 8.3(b) applies must be made by no later than
3.30 pm (London time) on the business day following the date of the
relevant dealing. If two or more persons act together pursuant to
an agreement or understanding, whether formal or informal, to
acquire or control an interest in relevant securities of an offeree
company or a paper offeror, they will be deemed to be a single
person for the purpose of Rule 8.3. Opening Position Disclosures
must also be made by the offeree company and by any offeror and
DealingDisclosures must also be made by the offeree company, by any
offeror and by any persons acting in concert with any of them (see
Rules 8.1, 8.2 and 8.4). Details of the offeree and offeror
companies in respect of whose relevant securities Opening Position
Disclosures and Dealing Disclosures must be made can be found in
the Disclosure Table on the Takeover Panel's website at
www.thetakeoverpanel.org.uk, including details of the number of
relevant securities in issue, when the offer period commenced and
when any offeror was first identified. If you are in any doubt as
to whether you are required to make an Opening Position Disclosure
or a Dealing Disclosure, you should contact the Panel's Market
Surveillance Unit on +44 (0)20 7638 0129.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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