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Coventry Resources Ltd Announces Merger With Crescent Resources Corp.; To List on TSX Venture Exchange


Sunday, 9 Sep 2012 06:40pm EDT 

Coventry Resources Ltd announced that it has entered into a definitive merger implementation agreement (the Agreement) with Crescent Resources Corp. (TSX-V:CRC) (Crescent), pursuant to which the two companies will merge (merger). The combined company (merged entity) will make application to have its shares listed and tradable on both the TSX Venture Exchange (TSX-V) and the Australian Securities Exchange (ASX) immediately after the merger is completed, thereby providing Coventry shareholders greater exposure to the North American equity markets. Under the terms of the Agreement, Crescent will acquire Coventry by means of a court sanctioned scheme of arrangement under Part 5.1 of the Corporations Act. Following the merger, Coventry shareholders will own 87.25% of the common shares in the merged entity. Pursuant to the Agreement, it is proposed that Crescent will undertake a 1:5 consolidation of its common shares (Crescent Shares) prior to completion of the merger. Crescent will then offer to acquire all of Coventry‚Äôs fully paid ordinary shares (Coventry Shares) on the basis of 0.2513 post-consolidation shares of Crescent for each share of Coventry (the exchange ratio). 

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16 Jun 2014