17 November 2009
CATALPA SHAREHOLDERS APPROVE MERGER TO FORM MID TIER GOLD COMPANY
Catalpa Resources (ASX: CAH), the Perth-based gold developer, today announced approval by its shareholders for the proposed merger with the gold assets of Catalpa?s major shareholder, Lion Selection (ASX: LST)..
Catalpa shareholders approved the merger at the Company?s Extraordinary General Meeting (?EGM?) today. In a separate announcement earlier today, Lion Selection confirmed its shareholders had also approved the merger with Catalpa, at their EGM held earlier today.
Catalpa Resources? Managing Director, Bruce McFadzean said the merger will amalgamate Lion Selection?s 30% holding in the Cracow Gold Project (Newcrest 70%) and 46.9% holding in Catalpa, with Catalpa which owns the 100,000 ounces pa Edna May Gold Operation. The finalisation of the merger will enable Catalpa to become an immediate gold producer with approximately 30,000 ounces per annum from the Cracow JV. Catalpa?s annual production will reach 130,000 ounces per annum when Edna May is commissioned in Q2 2010.
?This is an exciting time for Catalpa, and a significant milestone in our journey towards becoming a mid-tier gold producer. We are delighted by the continued strong support of our shareholders along the way,? Mr McFadzean said.
At the EGM, Catalpa shareholders also approved the consolidation of Catalpa shares based on an 11 for 1 ratio. Post share consolidation, Catalpa will issue one Catalpa share for every one Lion Selection share held by Lion Selection Shareholders, as part of the merger.
The full meeting results and updated merger timetable are attached for further information.
ENDS
GENERAL MEETING RESULTS
In accordance with Section 251AA of the Corporations Act, the following information is provided to ASX Limited in relation to the resolutions passed by members of Catalpa Resources Limited at the General Meeting held on 17 November 2009.
Approval for Catalpa to participate in the Merger:
The total number of proxy votes exercisable by proxies validly appointed was 696,175,140.
The resolution was decided by a show of hands.
A breakdown of the proxies is as follows:
FOR | AGAINST | ABSTAIN | AT PROXY?S DISCRETION |
136,306,747 | 2,432,988 | 549,149,732 | 8,285,673 |
Consolidation of the Company?s share capital on a 11:1 basis (with all fractional entitlements being rounded up), with effect from 7.00pm (AWST) on 26 November 2009.
The total number of proxy votes exercisable by proxies validly appointed was 696,175,140.
The resolution was decided by a show of hands.
A breakdown of the proxies is as follows:
FOR | AGAINST | ABSTAIN | AT PROXY?S DISCRETION |
684,211,711 | 3,597,756 | 60,000 | 8,305,673 |
For further enquiries contact:
Bruce McFadzean
Managing Director
Catalpa Resources Limited
Tel (08) 9321 3088
Warrick Hazeldine/Annette Ellis
Media and Investor Relations
Purple Communications
Tel: (08) 6314 6300
ABOUT CATALPA RESOURCES
Perth-based Catalpa Resources Limited (ASX: CAH) is on the cusp of a new phase of development, following the successful raising of more than A$106M in debt and equity to advance its A$92M Edna May (open-pit gold) Operations to production by July 2010.
As part of the Edna May finance facility, Catalpa has sold forward 352,316 ounces of gold at an exceptional price of A$1,557 per ounce..
Catalpa plans to utilise Edna May?s solid annual cash operating margins to fund its growth and become Australia?s next mid tier gold producer.
In keeping with this strategy, Catalpa and its largest shareholder, Lion Selection Limited (ASX:LST), signed a Merger Implementation Agreement in June 2009 to bring together Lion Selection?s 47% shareholding in Catalpa?s 100% owned and operated 100 000 ounces pa Edna May Gold Project in Western Australia and Lion Selection?s 30% stake in the Newcrest managed, 100 000 ounces pa Cracow Gold Project in Queensland, under Catalpa?s experienced management team. As part of the merger, Catalpa will also acquire a pre-emptive right over Newcrest?s 70% stake in Cracow.
Following implementation of the merger, expected in the December quarter 2009, Catalpa will be a cashflow positive gold producer from its 30% stake in Cracow. From mid 2010 when production commences at the Edna May Gold Project Catalpa will produce more than 130 000 ounces pa.
Catalpa has an experienced Board and management team that is committed to realising a timely production and cash flow profile at the Edna May Gold Project. With a buoyant outlook on the gold price, the Board believes that Catalpa Resources presents a sound investment opportunity with significant upside potential.
Catalpa Resources has adopted best practice standards across all its activities, including its social, health and safety, environmental management and corporate governance functions.
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