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European Uranium Resources Ltd. and Portex Minerals Inc. Announce Definitive Agreement
European Uranium Resources Ltd. and Portex Minerals Inc. Announce Definitive Agreement Vanc...
About this update from Azarga Metals Corp.
[{"type":"text","content":"European Uranium Resources Ltd. and Portex Minerals Inc. Announce Definitive AgreementEuropean Uranium Resources Ltd. and Portex Minerals Inc. Announce Definitive Agreement\n\nVancouver, British Columbia CANADA, December 23, 2013 /FSC/ - European Uranium Resources Ltd. (TSXV: EUU),and Portex Minerals Inc. (\"PAX\") (CNSX: PAX) are pleased to announce that, as contemplated by the binding letter of intent announced on December 9, 2013, they have executed an arrangement agreement dated December 20, 2013 (the \"Arrangement Agreement\") in respect of the proposed merger (the \"Merger\") of EUU and PAX through a plan of arrangement under which EUU will acquire all of the outstanding common shares of PAX. Under the plan of arrangement, PAX shareholders will receive 0.6 of an EUU common share in exchange for each PAX common share.  The Arrangement Agreement supersedes the previously announced binding letter of intent.  \n\nAs previously announced, the merged company will be named European Minerals Inc. (the \"merged company\") and will be a Europe-focused company with a diverse, multi-commodity portfolio of exciting exploration and development projects.\n\nThe Merger will be classified as a reverse takeover under the rules of the TSX Venture Exchange (the \"TSXV\" or the \"Exchange\").  In accordance with the policies of the Exchange, trading in EUU's shares on the TSXV has been halted since December 6, 2013 in connection with the announcement of the Merger and will continue to be halted until TSXV requirements regarding the transaction are met.  Trading in PAX's shares on the Canadian National Stock Exchange (the \"CNSX\") was also halted on December 6, 2013 and may remain halted for a similar period.\n\nUpon completion of the Merger, PAX shareholders would hold approximately 65% of the merged company, with the remaining 35% being held by EUU Shareholders.  \n\nCompletion of the Merger is subject to a number of conditions, including obtaining all necessary approvals from the PAX and EUU securityholders, the Superior Court of Justice of Ontario and the TSXV, including the TSXV's approval for the listing of the merged company's shares on completion of the Merger, completion of the Merger by April 30, 2014 (or such other date as EUU and PAX may agree) and such other closing conditions cust...