7009e474-d28f-445c-b900-83b93fd609b0.pdf
Level 3, 24 Outram Street, West Perth WA 6005 PO Box 497, West Perth WA 6872 Australia
T: +61 8 9220 2300 F: +61 8 9220 2309
ABN 19 055 719 394
ASX Announcement | Media Release 30 October 2015
DISPATCH OF NOTICE OF ANNUAL GENERAL MEETING
In accordance with ASX Listing Rule 3.17, Sundance Resources Limited (ASX:SDL) ('Sundance' or 'Company') advises that the Notice of Annual General Meeting and Explanatory Statement, Proxy Form and Voting Instruction Form attached to this announcement have today been dispatched to shareholders.
For those shareholders who have elected to receive a paper copy of the Company's 2015 Annual Report, this has also been dispatched. A copy of the Annual Report is also available on the Company's website (www.sundanceresources.com.au).
The Sundance Annual General Meeting will be held at 9:00am (WST) on Monday, 30 November 2015 at City West Receptions, 45 Plaistowe Mews, Perth, Western Australia.
ENDS
Further information: GIULIO CASELLO
Chief Executive Officer and Managing Director Sundance Resources Limited
Tel: +61 8 9220 2300
Media:
Luke Forrestal/Warrick Hazeldine Cannings Purple
Mobile: +61 411 479 144/+61 417 944 616
Email: [email protected]/[email protected]
About Sundance Resources
Sundance Resources is seeking to develop its flagship Mbalam‐Nabeba Iron Ore Project, which straddles the border of Cameroon and the Republic of Congo in Central Africa. Stage One will be the production of a Direct Shipping Ore ('DSO')‐quality sinter fines product averaging >62.0% Fe at a rate of 40Mtpa for approximately 14 years based on blending material sourced from the deposits in the neighbouring countries of Cameroon and Congo. Stage Two, which is currently at a Pre‐Feasibility Stage, would then extend the life of the operation by further 15‐plus years producing high‐grade Itabirite hematite concentrate. In April 2011, Sundance completed the Definitive Feasibility Study for Stage One and Pre‐ Feasibility Study for Stage Two of the Mbalam‐Nabeba Iron Ore Project. The Project will utilise the following rail and port infrastructure to be financed, built and owned by the Government of Cameroon, a 540km rail line dedicated to the transport of iron ore through Cameroon and a dedicated mineral export terminal designed for taking bulk iron ore carriers of up to 300,000 tonnes.
Forward Looking Statements
Certain statements made during or in connection with this communication, including without limitation, those concerning the economic outlook for the iron ore mining industry, financing a large capital project, expectations regarding iron ore prices, production, cash costs and to the operating results, growth prospects and the outlook of Sundance's operations including the likely financing and commencement of commercial operations of the Nabeba‐Mbalam‐Nabeba Iron Ore Project and its liquidity and capital sources and expenditure, contain or comprise certain forward‐looking statements regarding Sundance's operations, economic performance and financial condition.
Although Sundance believes that the expectations reflected in such forward‐looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. Accordingly, results could differ materially from those set out in the forward‐looking statements as a result of, among other factors: changes in economic and market conditions, deterioration in the iron ore market, deterioration in debt and equity markets that lead to the Project not being able to be financed, success of business and operating initiatives, changes in the regulatory environment and other government action, fluctuations in iron ore prices and exchange rates, business and operational risk management, changes in equipment life, capability or access to infrastructure, emergence of previously underestimated technical challenges, environmental or social factors which may affect a license to operate.
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Level 3, 24 Outram Street, West Perth WA 6005 PO Box 497, West Perth WA 6872 Australia Email: [email protected]
Tel: +61 8 9220 2300
Fax: +61 8 9220 2309
ABN 19 055 719 394
SUNDANCE RESOURCES LIMITED
ABN 19 055 719 394
www.sundanceresources.com.au
NOTICE OF ANNUAL GENERAL MEETING AND EXPLANATORY MEMORANDUM TO SHAREHOLDERS
Date of Meeting
Monday 30 November 2015
Time of Meeting
9:00am (WST)
Place of Meeting City West Receptions 45 Plaistowe Mews, Perth WESTERN AUSTRALIA
A Proxy Form is enclosed
Please read this Notice and Explanatory Memorandum carefully.
If you are unable to attend the General Meeting please complete and return the enclosed Proxy Form in accordance with the specified directions.
Sundance Resources is going green. You can now vote by proxy online at www.investorvote.com.au
SUNDANCE RESOURCES LIMITED
ABN 19 055 719 394
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the Annual General Meeting of Shareholders of Sundance Resources Limited ABN 19 055 719 394 (Company) will be held at 9:00am (WST) on Monday, 30 November 2015 at City West Receptions, 45 Plaistowe Mews, Perth, Western Australia for the purpose of transacting the following business referred to in this Notice of Annual General Meeting. The Explanatory Memorandum which accompanies and forms part of this Notice describes the matters to be considered at the Annual General Meeting.
PLEASE NOTE
AGENDA
Resolutions 4 to 9 are all conditional upon the passing of each other, so that each will not have effect unless and until the others are passed (Interdependent Resolutions). It is important to note that none of these Resolutions will take effect unless all of the Interdependent Resolutions are passed.
In considering the Resolutions contained in this Notice (particularly the Interdependent Resolutions), Shareholders should bear in mind the current financial circumstances of the Company and that a failure to approve the Resolutions may have serious financial consequences for the Company.
If the Interdependent Resolutions are not approved by Shareholders, Sundance will be required to repay Noble and the Investor Consortium a total of $44 million as a result of the redemption of each of their convertible notes. This would place Sundance in a precarious financial position and it would need to reassess its financial commitments. In such circumstances, Sundance would be required to seek alternative funding, which may be difficult for Sundance to secure on acceptable terms or at all.
Consequently, the Board considers that the transactions contemplated by the Interdependent Resolutions provide significant commercial benefit to Sundance as the requirement to repay the funds (if not converted to equity) would be extended well past the period of financial close of the Project which is expected in 2016.
The Board has formed the view that these transactions are in the best commercial interests of the Company and unanimously recommends that Shareholders vote in favour of the Interdependent Resolutions.
The Resolutions contained in this Notice are important and affect the future of the Company. Shareholders are urged to give careful consideration to the Notice and the contents of the Explanatory Memorandum.
Resolutions 1, 2, 3, 10 and 11 are independent Resolutions whose outcome will not affect the Interdependent Resolutions.
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