VANCOUVER,
April 25 /PRNewswire/ - Continental
Minerals Corporation (TSX-V:KMK, OTCBB:KMKCF) ("Continental" or the
"Company") announces that at the reconvened special securityholders
meeting held on April 22, 2011,
securityholders of Continental passed the special resolutions
required to approve the Arrangement by wide margins. Similarly, a
vote of disinterested shareholders, which excluded Jinchuan, passed
by a wide margin. The remaining principal condition to completion
of the Arrangement, which is scheduled for April 29, 2011, is the final court order which is
expected to be sought on Wednesday April 27,
2011 from the British Columbia Supreme Court at the
Vancouver Court House, 800 Smythe
Street, Vancouver, BC, at
10 am or as soon thereafter as
Continental's legal counsel can be heard. Any securityholder
wishing to be heard in the matter must file an appearance before
then. The Company expects to halt trading in the common and
preferred shares of the Company at the opening on April 29, 2011 to allow completion of the
Arrangement and assuming completion, the common and preferred
shares will be delisted from the TSX Venture Exchange the following
week.
Advisors
BMO Capital Markets is sole financial advisor to
Continental in connection with the proposed Arrangement. McCarthy
Tétrault LLP acts as counsel to the special committee of the Board
and McMillan LLP acts as general counsel to Continental.
Riverstone Advisory (formerly known as Sino
Resources Capital Pty Ltd.) and Blake, Cassels & Graydon LLP
are the financial and legal advisors to Jinchuan respectively in
respect of the Arrangement.
About Continental
Continental is a TSX Venture Exchange-listed
resource company associated with the Vancouver-based Hunter
Dickinson group of mining companies. Since 2005,
Continental has focused on exploring and unlocking the value of its
large Xietongmen copper-gold property in Tibet Autonomous Region,
PRC.
About Jinchuan
Jinchuan is a large China-based mining group and has agreed,
subject to shareholders approvals and other customary conditions,
to acquire Continental through a statutory plan of arrangement
process. The transaction values the common equity of Continental at
approximately C$431 million. The
acquisition is subject to the terms and conditions of an
Arrangement Agreement, as amended, which is filed on SEDAR and
described in the original Management Information Circular of
January 17, 2011 as augmented by the
final Supplement dated April 7,
2011.
Additional Information and Where to Find
It
Continental and Jinchuan Group Ltd. have filed a
Schedule 13E-3 with the SEC on March 23,
2011 in connection with the proposed Arrangement.
The Schedule 13E-3 contains additional information regarding
the Arrangement, including, without limitation, information
regarding the special meeting of shareholders of Continental
Minerals Corporation that will be called to consider
the proposed Arrangement. The Schedule 13E-3 contains
important information about the parties to the Arrangement,
the proposed Arrangement and related matters. Investors
and shareholders should read the Schedule 13E-3 (and any
amended Schedule 13E-3) and the other documents filed with the SEC
in connection with the proposed Arrangement carefully
before they make any decision with respect to the
proposed Arrangement. A copy of the Plan of Arrangement,
as amended with respect to the proposed Arrangement is an
exhibit to the Schedule 13E-3.
The Schedule 13E-3 and all other documents filed
with the SEC in connection with the proposed Arrangement are
available free of charge at the SEC's web site at www.sec.gov.
Additionally, the Schedule 13E-3 and all other documents filed with
the SEC in connection with the Proposed Offer will be made
available to investors or shareholders free of charge by calling or
writing to:
Continental Investor Relations
Attention: Susie Bell
Toll Free: 1-800-667-2114
Ph: (604) 684-6365
Fax: (604) 684-8092
Email: info@hdgold.com
Laurel Hill Advisory Group 1 888 268
4302
Cautionary Notes Regarding Forward-Looking
Statements and No Regulatory Review
This press release contains "forward-looking
statements" within the meaning of applicable Canadian securities
laws concerning the likelihood of the Arrangement completing.
Although Continental has attempted to identify important factors
and conditions that could prevent the Arrangement from completing
there may be other conditions or factors that are yet to be
determined based in part on the present need to secure shareholder,
regulatory and other approvals and complete, regulatory filings and
Court documents. There can be no assurance that Continental's
identification of conditions and completion factors will prove to
be complete or accurate, as future events could differ materially
from those anticipated in such statements. Accordingly,
readers should understand completion of the Arrangement is not
certain and they should. not place undue reliance on
forward-looking statements. Neither the TSX Venture Exchange nor
its regulation services provider (as that term is defined in the
policies of the TSX Venture Exchange) accept responsibility for the
adequacy or accuracy of this news release.
SOURCE Continental Minerals Corporation