Vancouver, British Columbia--(Newsfile Corp. - June 27, 2024) - Rome Resources Ltd. (TSXV: RMR) (FSE: 33R) ("Rome" or the "Company") announces that the date of its special meeting of Rome shareholders (the "Meeting") has been changed from July 2, 2024 to July 12, 2024. The Meeting is being held to seek shareholder approval of the previously announced plan of arrangement transaction pursuant to which Pathfinder Minerals Plc ("Pathfinder"), a non-arm's length party to the Company, has agreed to acquire all of the outstanding shares of Rome (the "Arrangement"), subject to satisfaction of the conditions precedent set forth in the arrangement agreement dated May 7, 2024 (the "Arrangement Agreement") relating to the Arrangement.
The Company is postponing the Meeting in order to provide Rome shareholders with time to review an AIM admission document, which is being prepared by Pathfinder in accordance with AIM Rules for Companies (the "Admission Document") and which is expected to be published in the near future. As stated in Rome's information circular dated May 27, 2024 ("Rome Information Circular") with respect to the Meeting, which was mailed to Rome shareholders and which, together with the Arrangement Agreement can be viewed on SEDAR+ at www.sedarplus.ca under Rome's profile, Rome shareholders are encouraged to review the Admission Document for additional information relating to Pathfinder, the Pathfinder Meeting and the Combined Company (as all such terms are defined in the Rome Information Circular). After publication, the Admission Document will be available for review at www.pathfinderminerals.com. Following publication of the Admission Document, Rome intends to issue a news release to alert its securityholders of the publication of the Admission Document.
The record date for determining the Rome shareholders eligible to vote at the Meeting will remain May 14, 2024. Shareholders who have already submitted a proxy do not need to vote again for the postponed Meeting. The updated deadline for the receipt of proxies is 11:00 a.m. (Vancouver time) on Wednesday July 10, 2024 or two business days prior to any further adjournment or postponement of the Meeting. Shareholders will not receive a new form of proxy and can use the form of proxy mailed to them with the Rome Information Circular.
The updated deadline for the receipt of notices of dissent is 4:00 p.m. (Vancouver time) on July 10, 2024, or two days prior to any further adjournment or postponement of the Meeting. The hearing of Rome's application for the Final Order is now expected to take place at the courthouse of the Court at 800 Smithe Street, Vancouver, British Columbia on or about July 16, 2024 at about 9:45 a.m. (Vancouver time).
Additional information regarding the terms of the Arrangement, the background of the Arrangement and how Rome shareholders can vote at the Meeting can be found in the Rome Information Circular which can be viewed on SEDAR+ at www.sedarplus.ca under Rome's profile.
About Rome Resources
Rome Resources Ltd. is a mineral exploration company that has entered into two option agreements and a binding term sheet where it has acquired 51% indirect interests in two contiguous properties situated in the Walikale District of the North Kivu Province in eastern DRC, which are collectively referred to as the "Bisie North Tin Project". Rome has completed an initial phase of drilling on the project where it is responsible to fund exploration up to the completion of a definitive feasibility study.
Contacts
Investors / Shareholders
Mark Gasson
President, CEO & Director
P: +33640612921
Media
E: info@romeresources.com
Cautionary Note Regarding Forward-Looking Statements
The information in this news release may include certain information and statements about management's view of future events, expectations, plans and prospects that may constitute forward-looking statements. Forward-looking statements are based upon assumptions that are subject to significant risks and uncertainties. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance may differ materially from those anticipated and indicated by these forward-looking statements. Although Rome Resources Ltd believes that the expectations reflected in forward-looking statements are reasonable, it can give no assurances that the expectations of any forward-looking statements will prove to be correct. Except as required by law, Rome Resources Ltd disclaims any intention and assumes no obligation to update or revise any forward-looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking statements or otherwise.
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SOURCE: Rome Resources Ltd.
