Diamondex and Triex Announce Shareholder Approval of Business Combination
19 Novembro 2009 - 10:21PM
Marketwired
Diamondex Resources Ltd. (TSX VENTURE: DSP) ("Diamondex") and Triex
Minerals Corporation (TSX VENTURE: TXM) ("Triex") are pleased to
report that the resolutions concerning the previously announced
business combination, by way of Plan of Arrangement, have been
approved by the shareholders of the respective companies, at
shareholders' meetings held earlier today. The Plan of Agreement
resolutions were strongly supported by shareholders of both
companies, with over 98% of votes cast in favour of the resolution
at each company's shareholders' meeting.
Triex will make application to the Court for the Final Order
approving the Arrangement on or about November 26, 2009. The Final
Order will not be effective until filed with the Registrar of
Companies and the Final Order will only be filed when all other
conditions to closing under the Arrangement Agreement have been met
or waived. It is anticipated that closing (the "Closing") will
occur on or about December 4, 2009.
At the Triex shareholders meeting, the incumbent directors,
namely Messrs. Randy C. Turner, Michael H. Gunning, John A.
McDonald, Hugh C. Morris and Gary R. Lindsay were all re-elected.
The Triex shareholders also ratified the Triex Stock Option Plan
and approved the Post-Arrangement Option Plan.
Upon Closing, Triex will become a wholly-owned subsidiary of
Diamondex, the Triex shares will be delisted from the TSX Venture
Exchange and each Triex share outstanding immediately prior to the
Closing will be transferred to Diamondex at Closing, free and clear
of any encumbrances. In exchange therefore, each former Triex
shareholder will be entitled to receive 0.85 post-Consolidation
Diamondex shares for each Triex share.
At the Diamondex meeting, the shareholders approved a resolution
consolidating the Company's common shares on the basis of one new
common share for ten old Diamondex common shares (the
"Consolidation"). The Diamondex shareholders also approved: (a) a
resolution approving and authorizing the change of name of
Diamondex to "Canterra Minerals Corporation" or such other name as
may be allowed by the relevant regulatory authorities and approved
by the directors of Diamondex, subject to regulatory approval and
closing of the Consolidation; and (b) resolutions ratifying and
approving the Diamondex Stock Option Plan and the Post-Arrangement
Option Plan, respectively. Mr. John A. McDonald was elected to
serve as a director for a term of three years and Mr. Gary R.
Lindsay was elected to serve as a director for a term of one year.
The other Diamondex directors, namely Messrs. James E. Eccott,
James D. Excell, Hugh C. Morris, Mike Muzylowski and Randy C.
Turner, whose terms of office did not expire this year, continue as
directors.
DIAMONDEX RESOURCES LTD.
Randy C. Turner, President
TRIEX MINERALS CORPORATION
Michael H. Gunning, President
The TSX Venture Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of the content of this
news release.
Contacts: Diamondex Resources Ltd. Randy Turner President
604-687-6644 604-687-1448 (FAX) www.diamondex.net Triex Minerals
Corporation Michael Gunning President 604-687-6680 604-687-1448
(FAX) www.triexminerals.com
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