Macarthur Minerals Calls an Extraordinary Meeting to Advance Its Planned Asx Dual Listing
October 02 2019 - 8:00AM
Macarthur Minerals Limited (TSX-V: MMS) (OTCQB: MMSDF) (the
“Company” or “Macarthur”) announces an Extraordinary General
Meeting (“Meeting”) of shareholders to be held on October 31, 2019
to support its planned Australian Securities Exchange (“ASX”) dual
listing (“Meeting”).
Overview
The Company’s recently announced intention to
dual list on ASX will necessitate a consolidation of its share
capital in order to meet ASX listing requirements and to ensure
appropriate liquidity for an efficient market.
Subject to shareholder and TSX Venture Exchange
(“TSX-V”) approval, the Company proposes to consolidate its share
capital (the “Share Consolidation”) on the basis of one (1)
post-consolidation common share for up to four (4)
pre-consolidation common shares (the “Consolidation Ratio”).
The Company currently has 322,033,625 common
shares outstanding and subject to approval of the Share
Consolidation, completion would result in approximately 80,508,406
post-consolidation common shares outstanding. The number of
common shares issuable under, any warrants, options, restricted
share units and convertible notes of the Company will also be
adjusted in accordance with the Consolidation Ratio.
Key Benefits to
Shareholders
The Board considers that the proposed Share
Consolidation is in the best interests of the Company and all
shareholders in order to advance its projects, including its
flagship Lake Giles Iron Project. In particular:
- The Consolidation Ratio will not affect any shareholder’s
percentage ownership interest in the Company, except to the extent
that the Share Consolidation would otherwise result in any
shareholder owning a fractional common share. No fractional common
shares will be issued upon the Share Consolidation. In the
event that a holder of common shares would otherwise be entitled to
receive a fractional common share in connection with the Share
Consolidation, the number of common shares to be received by such
shareholder will be rounded to the nearest whole number.
- The Company’s planned ASX dual listing (which will be
conditional upon the Share Consolidation being approved), is
expected to result in a widening of the Company’s Australian retail
and institutional investor base and increased investor
interest.
- The post consolidation position of the Company is expected to
improve trading liquidity and reduce-price volatility.
The Company will also be applying to the TSX-V
for approval to extend the expiry date of common share purchase
warrants that were issued as part of a non-brokered private
placement and a separate rights offering previously completed by
the Company and which are due to expire on November 15, 2019 and
December 15, 2019 respectively.
The Company’s name and TSX-V trading symbol will
remain unchanged.
Approvals and Implementation
Process
If the approvals required for the Share
Consolidation are obtained and the Board decides to implement the
Share Consolidation, the Share Consolidation will occur
simultaneously for all common shares at a time determined by the
Board and announced by a press release of the Company.
Registered shareholders will then receive a letter of
transmittal from the Company’s transfer agent with instructions for
exchanging their pre-consolidation common share certificates for
post-consolidation common share certificates. Non-registered
beneficial holders holding their common shares through a bank,
broker or other nominee should note that such banks, brokers or
other nominees may have specific procedures for processing the
Share Consolidation. Shareholders holding their common shares
with such a bank, broker or nominee and who have any questions in
this regard are encouraged to contact their nominee.
Further Details
Full details regarding the proposed Share
Consolidation are included in the Company’s management information
circular for the Meeting, which is available under the Company’s
profile on SEDAR at www.sedar.com.
ABOUT MACARTHUR MINERALS LIMITED (TSX-V:
MMS, OTCQB: MMSDF)
Macarthur is an iron ore development company
focused on bringing into production the Lake Giles Iron Ore Project
in Western Australia. The project includes the 80 million tonne
Ularring hematite resource (approved for development) and the 710
million tonne Moonshine magnetite resource. Macarthur also has
prominent (~1,281 square kilometer tenement area) gold, lithium and
nickel exploration interests in Pilbara region of Western
Australia. In addition, Macarthur has lithium brine claims in the
emerging Railroad Valley region in Nevada, USA.
On behalf of the Board of
Directors,MACARTHUR MINERALS LIMITED
“Cameron McCall”Cameron McCall, Executive
Chairman
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO UNITED STATES
SERVICES OR FOR DISSEMINATION IN THE UNITED
STATES
Caution Regarding Forward Looking
StatementsCertain of the statements made and information
contained in this press release may constitute forward-looking
information and forward-looking statements (collectively,
“forward-looking statements”) within the meaning of applicable
securities laws. The forward-looking statements in this press
release reflect the current expectations, assumptions or beliefs of
the Company based upon information currently available to the
Company. With respect to forward-looking statements contained in
this press release, assumptions have been made regarding, among
other things, the timely receipt of required approvals, the
reliability of information, including historical mineral resource
or mineral reserve estimates, prepared and/or published by third
parties that are referenced in this press release or was otherwise
relied upon by the Company in preparing this press release.
Although the Company believes the expectations expressed in such
forward-looking statements are based on reasonable assumptions,
such statements are not guarantees of future performance and no
assurance can be given that these expectations will prove to be
correct as actual results or developments may differ materially
from those projected in the forward-looking statements. Factors
that could cause actual results to differ materially from those in
forward-looking statements include fluctuations in exchange rates
and certain commodity prices, uncertainties related to mineral
title in the project, unforeseen technology changes that results in
a reduction in iron ore demand or substitution by other metals or
materials, the discovery of new large low cost deposits of iron
ore, uncertainty in successfully returning the project into full
operation, and the general level of global economic activity.
Readers are cautioned not to place undue reliance on
forward-looking statements due to the inherent uncertainty thereof.
Such statements relate to future events and expectations and, as
such, involve known and unknown risks and uncertainties. The
forward-looking statements contained in this press release are made
as of the date of this press release and except as may otherwise be
required pursuant to applicable laws, the Company does not assume
any obligation to update or revise these forward-looking
statements, whether as a result of new information, future events
or otherwise.
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