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Elemental Minerals receives Listing Rule waivers

PERTH, Australia , Dec. 23, 2013 /CNW/ - Elemental Minerals Ltd (ASX, TSX: ELM) (" Ele...

articleElement Lifestyle Retirement Inc.December 23, 20134/company/element-lifestyle-retirement-inc/news/elemental-minerals-receives-listing-rule-waivers
Elemental Minerals receives Listing Rule waivers

About this update from Element Lifestyle Retirement Inc.

[{"type":"text","content":"\n\n\nPERTH, Australia, Dec. 23, 2013 /CNW/ - Elemental Minerals Ltd (ASX, TSX: ELM) (\"Elemental\" or the \"Company\") refers to its announcement earlier today in relation to the\n off-market takeover offer being made by Dingyi Group Investment Limited\n (\"Dingyi\") for all of the fully-paid ordinary shares of Elemental (\"Dingyi Offer\") including the references to the previously announced secured\n convertible note financing facility being provided by Dingyi (the \"Convertible Note Facility\").\n\n\nAs announced today, the parties have agreed to proceed with the\n Convertible Note Facility to enable, subject to satisfaction of certain\n outstanding conditions precedent (including registration of security),\n the drawdown of up to $10 million. The parties have commenced the\n process of execution and registration of documentation necessary to\n establish security for the Convertible Note Facility over the Company's\n shareholding in Sintoukola Potash P.A. (\"Sintoukola\") and receivables owed by Sintoukola to the Company (the \"Securities\"). Further details of the proposed drawdown of funds and the key terms\n of the Convertible Note Facility are set out in today's announcement\n and in the Company's original transaction announcement of 1 July 2013.\n\n\nThe Company has received waivers of ASX Listing Rules 7.3.2 and 10.1\n from ASX in connection with the Convertible Note Facility and the\n Securities.  The terms of the ASX waivers are set out below.\n\n\nAs mentioned in today's announcement, Elemental will utilise a portion\n of its existing ASX Listing Rule 7.1 capacity to issue loan notes in\n connection with the proposed drawdown of up to $10 million and\n accordingly the issue of loan notes will not require shareholder\n approval and the waiver of ASX Listing Rule 7.3.2 is no longer\n required.\n\n\nTerms of ASX waivers \n\n\n\n\n\n\n\n1.\n\n\nBased solely on the information provided, ASX Limited (\"ASX\") does the\n following in relation to the Company:\n\n\n\n \n\n1.1.\n\n\nGrants the Company a waiver from listing rule 7.3.2 to permit the notice\n of meeting (the \"Notice\") seeking shareholder approval to allow the\n Company to issue two tranches of loan notes to raise up to $5,000,000\n (the \"Notes\"), as part of a $15,000,000 convertible note facility, to\n Dingyi Group Investment Limited (\"Dingyi\") to...

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