Dominion Diamond Shareholders Approve Transaction with The Washington Companies
19 Septiembre 2017 - 1:07PM
Business Wire
Dominion Diamond Corporation (TSX: DDC, NYSE: DDC) (the
“Company” or “Dominion”) today announced that at the special
meeting (the “Meeting”) of the shareholders of the Company (the
“Shareholders”) held earlier today, Shareholders overwhelmingly
approved the previously-announced plan of arrangement (the
“Arrangement”) pursuant to which Northwest Acquisitions ULC, an
entity affiliated with The Washington Companies, has agreed to
acquire all of the issued and outstanding common shares of the
Company for US$14.25 per share in cash.
Approximately 99.32% of the shares represented at the Meeting in
person or by proxy, were voted in favour of the special resolution
approving the Arrangement. Details of the voting results will be
filed under the Company’s profile on SEDAR, which is available
online at www.sedar.com, and on EDGAR at
https://www.sec.gov/edgar/.
The Company intends to apply for the final order of the Ontario
Superior Court of Justice (Commercial List) to approve the
Arrangement on September 22, 2017. The closing of the Arrangement
remains subject to the Company having a minimum cash balance of
US$150 million if closing occurs on or before November 30, 2017, or
US$200 million if closing occurs after November 30, 2017, and
certain other customary closing conditions, including court
approval and the receipt of Investment Canada Act (Canada)
approval. Assuming the timely satisfaction of these closing
conditions, the Arrangement is expected to close in the fourth
quarter of calendar 2017.
Shareholders who have questions or require assistance with
submitting their shares to the Arrangement, including with respect
to completing the applicable letter of transmittal, are asked to
contact AST Trust Company (Canada), who is acting as depositary
under the Arrangement, at 1-800-387-0825 (toll free in North
America) or at 416-682-3860 (collect outside North America), or by
email at inquiries@canstockta.com.
About Dominion Diamond CorporationDominion Diamond
Corporation is a Canadian mining company and one of the world’s
largest producers and suppliers of premium rough diamond
assortments to the global market. The Company operates the Ekati
Diamond Mine, in which it owns a controlling interest, and owns 40%
of the Diavik Diamond Mine, both of which are located in the low
political risk environment of the Northwest Territories in Canada.
It also has world-class sorting and selling operations in Canada,
Belgium and India.
Forward-Looking StatementsCertain statements included in
this news release may be considered forward-looking. Such
statements involve known and unknown risks, uncertainties and other
factors that may cause actual results, performance or achievements
to be materially different from those implied by such statements,
and therefore these statements should not be read as guarantees of
future performance or results. All forward-looking statements are
based on the Company’s current beliefs as well as assumptions made
by and information currently available to the Company and relate
to, among other things, anticipated date of hearing of the final
order in relation to the Arrangement, anticipated timing of closing
of the transaction, the satisfaction of closing conditions
including, without limitation, (i) Investment Canada Act (Canada)
approval, (ii) necessary court approval in connection with the
Arrangement, and (iii) other closing conditions, including, without
limitation, the operation and performance of the Dominion business
in the ordinary course until closing of the transaction,
maintenance by Dominion of a minimum cash balance in the amounts as
specified in the arrangement agreement dated July 15, 2017 entered
into by and between Dominion and the Purchaser (the “Arrangement
Agreement”) with respect to the Arrangement, and compliance by
Dominion with various covenants contained in the Arrangement
Agreement.
Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
news release. Due to risks and uncertainties, including the risks
and uncertainties identified by the Company in its public
securities filings available at www.sec.gov and www.sedar.com,
actual events may differ materially from current expectations. The
Company disclaims any intention or obligation to update or revise
any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by
law.
For more information, please visit
www.ddcorp.ca
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version on businesswire.com: http://www.businesswire.com/news/home/20170919006484/en/
For more information:Dominion Diamond CorporationJacqueline
Allison, 416-205-4371Vice-President, Investor
Relationsjacqueline.allison@ddcorp.caorFor shareholder
inquiries:Kingsdale AdvisorsToll free (in North America):
1-888-518-6805International collect (outside North America):
1-416-867-2272orCanadian media:DFH Public AffairsIan Hamilton,
416-206-0118 x222orUS media:Gagnier CommunicationsDan Gagnier,
646-569-5897
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