ORP Origo Res. (See LSE:OPP)

 

TIDMOSI TIDMORP TIDMORPW TIDMOSIW 
 
RNS Number : 3241C 
Origo Sino-India PLC 
11 November 2009 
 

THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN 
PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, THE REPUBLIC OF 
SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A 
VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION. 
 
 
11 November 2009 
 
 
Recommended Merger of Origo Sino-India Plc 
and Origo Resource Partners Limited 
 
 
Posting of Scheme Document and Admission Document 
 
 
Further to the announcement made on 16 October 2009 of the recommended merger 
(the "Merger") of Origo-Sino India Plc ("OSI") and Origo Resource Partners 
Limited ("ORP") to be effected by means of a scheme of arrangement pursuant to 
Part VIII of the Companies (Guernsey) Law, 2008 (the "Scheme"), a scheme 
document containing details of the Scheme and the Merger (the "Scheme Document") 
has been posted to shareholders of ORP.  Notices convening the Court Meeting and 
the Extraordinary General Meeting to approve the Scheme to be held at 2nd Floor, 
No. 1 Le Truchot, St. Peter Port, Guernsey GY1 3JX on 9 December 2009 at 10.00 
a.m. and 10.10 a.m. respectively are contained in the Scheme Document. 
 
 
The Merger will constitute a reverse takeover of OSI under the AIM Rules and 
requires the prior approval of OSI's existing shareholders.  A notice convening 
an extraordinary general meeting of OSI to be held at 4th Floor, 1 Circular 
Road, Douglas, Isle of Man IM99 3NZ at 12.00 noon on 11 December 2009, is 
therefore included in the admission document (the "Admission Document") which 
has now been posted to shareholders of OSI. 
 
 
Resolutions to be considered at the extraordinary general meeting of OSI also 
include, inter alia,: 
 
 
1  approval of the proposed change of name of OSI to "Origo Partners plc" in 
order to reflect a focus on investments in China and China related opportunities 
going forward; and 
 
 
2  approval of the proposed new investment support agreement between OSI and 
Origo Advisors Limited ("OAL") described in the announcement of 16 October 2009 
and also in the Admission Document. OAL is owned by Chris Rynning and Niklas 
Ponnert, who are directors of OAL and also of OSI, and accordingly the 
investment support agreement represents a related party transaction under the 
AIM Rules. The directors of OSI (excluding Chris Rynning and Niklas Ponnert) 
consider, having consulted with the Company's nominated adviser, that the terms 
of the agreement are fair and reasonable insofar as OSI's shareholders are 
concerned. 
 
 
It is expected that dealings in new shares in OSI to be issued to shareholders 
of ORP following approval of the Scheme will commence on 14 December 2009. 
 
 
The Scheme Document and Admission Document are available on the ORP website 
www.origoresourcepartners.com and on the OSI website www.origoplc.com. 
 
 
Investor Contacts: OSI 
Chris Rynning     +86 1390 124 6417 
Niklas Ponnert    +86 1351 106 1672 
 
 
Investor Contacts: ORP 
See Hanson Westhouse below 
 
 
Liberum Capital, financial adviser and broker to OSI 
Simon Atkinson    +44 (0)20 3100 2222 
 
 
Smith & Williamson, nominated adviser to OSI 
Azhic Basirov    +44 (0)20 7131 4000 
 
 
Hanson Westhouse, financial adviser, nominated adviser and Rule 3 adviser to ORP 
Tim Metcalfe+44(0)20 7601 6100 
 
 
Aura Financial, media contact for OSI/ORP 
Andy Mills / Nina Legge    +44 (0)20 7321 0000 
 
 
 
 
Liberum Capital and Smith & Williamson, which are authorised and regulated in 
the United Kingdom by the Financial Services Authority, are acting exclusively 
for OSI and no-one else in connection with the Merger and will not be 
responsible to anyone other than OSI for providing the protections afforded to 
clients of Liberum Capital or Smith & Williamson or for providing advice in 
relation to the Merger. 
 
 
Hanson Westhouse, which is authorised and regulated in the United Kingdom by the 
Financial Services Authority, is acting exclusively for ORP and no-one else in 
connection with the Merger and will not be responsible to anyone other than for 
providing the protections afforded to clients of Hanson Westhouse or for 
providing advice in relation to the Merger. 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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