PERTH, Australia, March 18, 2014 /CNW/ - Elemental Minerals Ltd (ASX,
TSX: ELM) ("Elemental" or the "Company") refers to its announcement of 12 March 2014 regarding the hearing
with the SEHK Listing Committee held on 11 March 2014 in relation to
the review requested by Dingyi Group Investment Limited ("Dingyi") of the decision by The Stock Exchange of Hong Kong Limited ("SEHK") to classify Dingyi's off-market takeover offer for all of the
fully-paid ordinary shares of Elemental ("Dingyi Offer") as a "reverse takeover" under the SEHK Listing Rules ("SEHK Decision").
Elemental has been informed that Dingyi's review of the SEHK Decision
has been unsuccessful with the SEHK Listing Committee deciding to
uphold the SEHK Decision.
Dingyi will shortly release its Fourth Supplementary Bidder's Statement
in which it states that as a consequence of this SEHK Decision:
it will not be able to satisfy the Dingyi Shareholder Approval Condition
set out in Section 9.5(1) of the Original Bidder's Statement because it
will not be able to obtain the clearance from the SEHK that is
necessary for Dingyi to proceed to issue a Circular and convene the
special general meeting of Dingyi shareholders to consider the
resolution required to satisfy the Shareholder Approval Condition;
the Dingyi Offer will lapse at the end of the offer period (being 7.00pm
(Sydney time) on 31 March 2014) because the Dingyi Shareholder Approval
Condition will not have been satisfied; and
all acceptances under the Dingyi Offer which have been received by
Dingyi, and which have not been validly withdrawn, will become void at
the end of the offer period and those accepting Elemental Shareholders
will retain their Elemental Shares.
This outcome is disappointing given the effort both parties have made
throughout this transaction. The Board is assessing the impact of this
development on the Company and will update the market in due course.
About Elemental Minerals
Elemental Minerals Limited is an advanced mining exploration and
development company that aims to grow shareholder value through its
93%-owned Sintoukola Potash Project on the Republic of Congo coastline.
Elemental Minerals is dual listed on the Australian Stock Exchange and
the Toronto Stock Exchange under the symbol ELM. For more information,
About Dingyi Group Investment
Dingyi Group Investment Limited is a company incorporated in Bermuda and
listed on the Hong Kong Stock Exchange. Dingyi is an investment company
with interests based primarily in Hong Kong and Mainland China. Dingyi
is a company controlled by Mr. Li Kwong Yuk, a Chinese entrepreneur.
Mr. Li also controls a number of other substantial Mainland Chinese and
international business interests in sectors including infrastructure,
real estate, financial institutions and natural resource, among others.
SOURCE: Elemental Minerals Limited
For further information:
Mr Sam Middlemas
Tel: +61 (419) 936 040
Mr Glenn Gatcliffe
Managing Director - BMO Capital Markets
Tel: +1 (416) 359 7048