Completion of Takeover

February 24, 2017
CHATHAM ROCK PHOSPHATE LIMITED COMPLETES TAKEOVER OF
CHATHAM ROCK PHOSPHATE (NZ) LIMITED
AUCKLAND New Zealand – Chatham Rock Phosphate Limited (formerly Antipodes Gold
Limited) (TSXV:“NZP” and NZAX:“AXG” or the “Company") is pleased to announce that it has
completed the acquisition of 93% of the issued shares of Chatham Rock Phosphate (NZ)
Limited (formerly Chatham Rock Phosphate Limited) (“Chatham NZ”) pursuant to its
takeover offer (“Offer”) under the (New Zealand) Takeovers Code. The Company has issued
a total of 11,439,200 post-consolidated common shares in exchange for such shares.
In addition, the Company has issued 379,215 Mandatory Warrants to the former holders of
Mandatory Warrants in Chatham NZ. Each Mandatory Warrant requires the holders to
acquire one post-consolidated common share of the Company at a price of $0.42 per share
on or before April 17, 2017.
The Company expects to complete the acquisition of the remaining 7% of the issued
Chatham NZ shares within approximately three weeks. These acquisitions will be completed
either pursuant to processing additional acceptances of the Offer received by the Company
from the remaining Chatham NZ shareholders or by way of compulsory acquisition
procedures under the provisions of the (New Zealand) Takeovers Code.
The Company has also issued a total of 278,359 post-consolidated shares pursuant to the
debt settlement agreements announced by the Company on January 16, 2017. These shares
are subject to a hold period expiring four months and one day following the date of
issuance.
The Company also announces the reconstitution of its Board of Directors and Officers. Simon
Henderson, Peter Liddle and Adrian Fleming have resigned their positions as directors
and/or officers of the Company and Robert Goodden, Robin Falconer, Linda Sanders and Jill
Hatchwell have been appointed as new directors. The Company thanks Messrs. Henderson,
Liddle and Fleming for their many years of service to the Company.
Christopher Castle has been appointed as the Company’s new President, Chief Executive
Officer and Managing Director and Robyn Hamilton has been appointed as the Company’s
new Chief Financial Officer.
Further information with respect to the business of the Company as well as its new Board
and management can be found in the Company’s Filing Statement dated November 10,
2016, available for review under the Company’s profile at SEDAR.com.
FOR AND ON BEHALF OF THE BOARD,
Chris Castle,
Chief Executive Officer, Chatham Rock Phosphate Limited