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Orex Minerals Inc And Astral Mining Corp Announce Signing Of Arrangement Agreement


Monday, 10 Dec 2012 08:30am EST 

Orex Minerals Inc. (Orex) and Astral Mining Corporation (Astral) announced that further to their joint previous press release dated, they have entered into an arrangement agreement which provides for, among other things, the acquisition by Orex of all of the issued and outstanding common shares of Astral (Astral Shares) by way of a court approved plan of arrangement pursuant to the Business Corporations Act (British Columbia). Under the Arrangement, each Astral shareholder will receive one common share of Orex for every twelve Astral Shares held. All outstanding Astral options and warrants will be exchanged for options and warrants of Orex in an amount and at exercise prices adjusted in accordance with the same exchange ratio. For more information on the Arrangement and the merged entity that will result, see the joint press release of Orex and Astral dated October 15, 2012. Each of the directors and officers of Astral have entered into lock-up agreements with Orex to vote their shares in favour of the Arrangement. It is expected that the meeting at which Astral shareholders will be asked to vote on the Arrangement will be held in late January 2013. It is also expected that the information circular and other ancillary materials in connection with the meeting will be mailed to Astral shareholders on or before December 18, 2012. The Arrangement is expected to be effective before February 28, 2013. 

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