Transaction Documents



Minco plc has been Acquired by Dalradian Resources Inc.



On June 1, 2017 Minco announced that it had reached agreement with Dalradian Resources Inc. on the terms of the acquisition of the Minco’s 2% net smelter return royalty on the Curraghinalt gold deposit currently being developed by Dalradian (the “Royalty Disposal”) in return for the issue of a total of 15,490,666 new Dalradian Shares valued at C$20,000,000 in total, based on the volume weighted average price of Dalradian shares on the Toronto Stock Exchange for the five trading day period ending on the day prior to March 21, 2017.

The Royalty Disposal was structured as an offer by Dalradian for the acquisition of the entire issued share capital of Minco (the “Offer”) implemented by means of a scheme of arrangement, under Chapter 1 of Part 9 of the Companies Act 2014 of Ireland (“Scheme”). As part of the Scheme, Minco undertook a demerger of its wholly owned subsidiary Buchans Resources Limited by way of a transfer in specie of the 47,814,218 shares of Buchans to Minco Shareholders (the “Demerger”).

On 26 July 2017, Minco’s shareholders approved the Scheme and the Demerger of Buchans. On 28 August, 2017, the Scheme of Arrangement was sanctioned by the Irish High Court. The Scheme became effective on 30 August 2017.

Crediting of Dalradian DIs to CREST accounts and the despatch of DRS Advices of New Dalradian Shares (as appropriate) will take place by 13 September 2017.

The despatch of DRS Advices of Buchans Shares will take place by 13 September 2017.

Except as otherwise defined herein, capitalised terms used but not defined in this announcement have the same meanings as given to them in the Scheme Document.


List of Transaction Documents