SIERRA MINING LIMITED 
By Sierra Mining Limited (Sierra or the Company) is pleased to provide the following update on the status of the merger with RTG Mining Inc. (RTG) by way of schemes of arrangement (Schemes) under the Corporations Act.
First Court HearingThe Federal Court of Australia (Court) has approved the despatch of the Company's Scheme Booklet (Scheme Booklet) and has ordered that the Company convene a meeting of its shareholders and a meeting of its optionholders to consider and, if thought fit, approve the Schemes (Scheme Meetings).
Release of Scheme Booklet
The Scheme Booklet will be released on the ASX following registration with ASIC and will also be available on the Company's website at www.sierramining.com.au. The Scheme Booklet will be printed and mailed to shareholders and optionholders.
Sierra shareholders and optionholders should carefully read the Scheme Booklet in its entirety and the material accompanying it before deciding whether to vote in favour of the Schemes relevant to them.
The Scheme Meetings will be held on Friday, 16 May 2014 at Plaza Level, the BGC Centre, 28 The Esplanade, Perth, Western Australia at:
10:00 am for Sierra shareholders.
10:30 am for Sierra optionholders.
Each shareholder's and optionholder's vote is important to determining whether or not the Schemes proceed. All shareholders and optionholders registered as at 5.00pm (AWST) on Wednesday, 14 May 2014 will be entitled to vote at the Scheme Meetings, and are encouraged to do so.
Sierra shareholders and optionholders do not need to attend the Scheme Meetings in person to vote, as their vote can be made by proxy by completing the personalised proxy form enclosed in the Scheme Booklet mailed to shareholders and optionholders. All proxy voting instructions must be returned to the Company's share registry by
10.00am (AWST) on Wednesday, 14 May 2014 in accordance with the directions set out in the proxy form.
In the event that the Schemes are approved at the Scheme Meetings and all conditions of the Schemes are satisfied or waived, the Company will apply to the Court for orders approving the Schemes.
Board recommendation
The Directors have each concluded that the Schemes are in the best interests of shareholders and optionholders and recommend that shareholders and optionholders vote in favour of the Schemes, in the absence of a superior proposal.
The Directors' reasons for their recommendation are set out in detail in section 3 of the
Scheme Booklet.
Each Director intends to vote in favour of the Schemes with respect to any shares and options they hold or control, in the absence of a superior proposal.
Event | Date |
Despatch of Scheme Booklet to shareholders | Wednesday 16 April 2014 |
Last time and date for receipt of proxies from shareholders and optionholders for the Scheme Meetings | 10.00am on Wednesday 14 May 2014 |
Date and time for determining eligibility to attend and vote at the Scheme Meetings | 5.00 pm on Wednesday 14 May 2014 |
Scheme Meetings commencing | 10.00 am on Friday 16 May 2014 |
Second Court Hearing Date | Thursday 22 May 2014 |
Lodge court order with ASIC (Effective Date) | Friday 23 May 2014 |
Record Date | Wednesday 28 May 2014 |
Implementation Date | Wednesday 4 June 2014 |
This timetable is indicative only. The actual timetable will depend upon the time at which the conditions precedent to the Schemes are satisfied or, if applicable, waived. The Company has the right to vary the timetable set out above, subject to the approval of such
variation by the Court and ASX, where required.
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The Company will continue to keep shareholders and optionholders updated on status of the Schemes as the timetable progresses.
Enquiries: Matt Syme, Managing Director +61 8 9322 6322
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