| Thu 24 Jan 2008, 16:15 | | DMR - Diamond Core - Fulfilment Of Conditions Precedent And Final Important |
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DMR
DMR
DMR - Diamond Core - Fulfilment Of Conditions Precedent And Final Important
Dates And Times In Respect Of The Scheme And Secondary Inward Listing
Diamond Core Resources Limited
(Incorporated in the Republic of South Africa)
(Registration number 1998/013468/06)
Share code: DMR & ISIN: ZAE000076956
("Diamond Core")
FULFILMENT OF CONDITIONS PRECEDENT AND FINAL IMPORTANT DATES AND TIMES IN
RESPECT OF THE SCHEME AND SECONDARY INWARD LISTING
1. INTRODUCTION
Shareholders are referred to:
- the announcement dated Friday, 7 September 2007 in which, inter alia,
shareholders were advised of the scheme of arrangement ("scheme") proposed
by BRC Diamond Corporation ("BRC") between Diamond Core and the ordinary
shareholders of Diamond Core and the proposed secondary inward listing of
BRC on the JSE Limited ("JSE");
- the circular to ordinary shareholders dated Friday, 14 December 2007; and
- the announcements dated Monday, 14 January 2008 and Tuesday, 22 January
2008 advising that the scheme was approved by the requisite majority of
ordinary shareholders and that the scheme was sanctioned by the High Court
of South Africa (Witwatersrand Local Division).
2. FULFILMENT OF CONDITIONS PRECEDENT
Shareholders are advised that as of Thursday, 24 January 2008 all
conditions precedent to which the scheme is subject have been fulfilled.
3. FINAL IMPORTANT DATES AND TIMES
The final important dates and times in respect of the scheme and secondary
listing are set out below.
2008
Last day to trade ordinary shares on the JSE
in order to be recorded in the register on the
consideration record date Friday, 1 February
Suspension of Diamond Core`s listing on the
JSE from the commencement of trading Monday, 4 February
BRC common shares will be listed and trading
will commence on the JSE at the commencement
of trading on the JSE under the ISIN code
CA05565C1095 and JSE code "BCD" Monday, 4 February
Consideration record date, being the date on
which Diamond Core shareholders must be
recorded in the register in order to be eligible
to receive the scheme consideration Friday, 8 February
Name of BRC to be changed to
BRC DiamondCore Ltd. Sunday, 10 February
The ISIN number and JSE
code will remain the same
Operative date of the scheme, from the
commencement of trading Monday, 11 February
Transfer of listing of BRC common shares
from TSX-V to TSX, on or about Monday, 11 February
Termination of Diamond Core`s listing on
the JSE, from the commencement of trading Monday, 11 February
If the forms of surrender and transfer and the document(s) of title are received
by the transfer secretaries on or prior to 12:00 on the consideration record
date of the scheme, the share certificates in respect of the share portion of
the scheme consideration and the cheques in respect of the cash portion of the
scheme consideration will be posted to certificated scheme participants on the
operative date. Failing such receipt, the share certificates in respect of the
share portion of the scheme consideration and the cheques in respect of the cash
portion of the scheme consideration will be posted to certificated scheme
participants within five business days of receipt of the form of surrender and
transfer and the relevant document(s) of title by the transfer secretaries.
Dematerialised scheme participants will have their accounts held at their CSDP
or broker credited and updated with the scheme consideration (both shares and
cash) on the operative date.
Notes:
The abovementioned times are South African times.
For further information or enquiries, please contact Casper van Wyk on
+(27)12 346 8540
24 January 2008
Sponsors
Corporate adviser and sponsor to Diamond Core
RIVER GROUP
Attorneys to Diamond Core
WERKSMANS ATTORNEYS
Corporate adviser to BRC
RBC Capital Markets
Legal counsel to BRC
Macleod Dixon LLP
Legal counsel to corporate adviser to BRC
FASKEN MARTINEAU
Independent professional adviser to Diamond Core
VENMYN
Independence you can trust
Date: 24/01/2008 16:15:31 Produced by the JSE SENS Department.
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