Update regarding possible offer for Kalahari Minerals plc

SOUTH PERTH, Australia, May 11 /CNW/ --
SOUTH PERTH, Australia, May 11 /CNW/ - Extract Resources Ltd (ASX/TSX/NSX: EXT) ('Extract') notes the
announcement by the UK Takeover Panel ('the Panel') on 10 May 2011 that
the Hearings Committee of the Panel has rejected the appeal by Kalahari
Minerals plc ('Kalahari') in relation to the possible offer from CGNPC
Uranium Resources Co. Ltd ('CGNPC-URC').

Extract also notes CGNPC-URC's subsequent announcement on 10 May 2011
made under Rule 2.8 and other relevant provisions of the City Code on
Takeovers and Mergers, withdrawing its possible offer for Kalahari on
the terms announced on 7 March 2011.

Copies of both announcements are attached.

Extract is continuing with its existing activities, which include the
Husab Mine Optimisation and Resource Extension (M.O.R.E.) programme,
exploration drilling and the ongoing partnership process to evaluate
development options for the Husab Uranium Project. The independent
directors of Extract will keep shareholders informed of any further
developments.

About Extract Resources

Extract Resources Ltd is an international uranium exploration and
development company whose primary focus is in Namibia. The company's
principal asset is its 100%-owned Husab Uranium Project which contains
one of the fifth largest uranium only deposits in the world. Extensive
exploration potential also exists for new uranium discoveries in the
region. Extract Resources is listed on the Australian (ASX), Toronto
(TSX) and Namibian (NSX) Stock Exchanges.

RNS Number : 3207G


Takeover Panel


10 May 2011

2011/10

POSSIBLE OFFER BY

CGNPC URANIUM RESOURCES CO., LTD. ('CGNPC-URC')

FOR

KALAHARI MINERALS PLC ('KALAHARI')

The Hearings Committee of the Panel (the 'Committee') met today to hear
an appeal by Kalahari against a ruling of the Executive in relation to
CGNPC-URC's possible offer for Kalahari (which was set out in
CGNPC-URC's announcement of 7 March 2011).

The issue in the hearing was whether or not CGNPC-URC should be
permitted to reduce the price of its possible offer from 290 pence per
Kalahari share in circumstances in which the announcement of the
possible offer did not contain a reservation of the right to do so.

The Executive had ruled that no such reduction of price was permitted
under the provisions of the Code.

The Committee dismissed the appeal. The Committee intends to publish a
statement with reasons in due course.

CGNPC-URC has agreed to be bound by the ruling of the Committee and is
not seeking to pursue any appeal of its own in relation to the subject
matter of the appeal by Kalahari.

Kalahari has the right of appeal to the Takeover Appeal Board.

10 May 2011

This information is provided by RNS


The company news service from the London Stock Exchange

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RNS Number : 3379G


CGNPC Uranium Resources Co., Ltd


10 May 2011

10 May 2011

WITHDRAWAL OF POSSIBLE OFFER FOR KALAHARI MINERALS PLC

On 7 March 2011 CGNPC Uranium Resources Co., Ltd. ('CGNPC-URC')
announced a possible recommended cash offer for Kalahari Minerals plc
('Kalahari').

Following the announcement that the Hearings Committee of the Panel has
ruled that CGNPCURC is not permitted to reduce the price of its
possible offer from 290 pence per Kalahari share, CGNPC-URC announces
today that it no longer wishes to make an offer for Kalahari on the
terms announced on 7 March 2011.

For the purposes of Rule 2.8 and other relevant provisions of the City
Code on Takeovers and Mergers (the 'Code'), CGNPC-URC reserves the
right to announce an offer or possible offer or make or participate in
an offer or possible offer for Kalahari and/or take any other action
which would otherwise be restricted under Rule 2.8 of the Code within
the next six months, in the event that:

a) an agreement or recommendation from the board of Kalahari is
forthcoming; or

b) there is an announcement of: (i) an offer; (ii) a possible offer; or
(iii) an approach by a third party for Kalahari; or

c) Kalahari announces a 'whitewash' proposal (as described in Note 1 of
the Notes on Dispensations from Rule 9 of the Code) or a reverse
takeover; or

d) Kalahari or Extract Resources Ltd. ('Extract') undertakes or
announces an intention to undertake any transaction which would result
in Kalahari's current 42.79 per cent interest in Extract being
materially reduced; or

e) Extract undertakes or announces an intention to undertake any
transaction which would result in Extract's direct or indirect interest
in the Husab Uranium Project being materially reduced, or an Extract
shareholder meeting is convened to vote on any such transaction; or

f) there is an announcement of: (i) an offer; (ii) a possible offer; or
(iii) an approach by a third party for Extract; or

g) there is a material change of circumstances.

Under Rule 2.4(c), where a potential offeror announces indicative offer
terms, any offer made by it for the offeree company must be on the same
or better terms. Under Note 6 on Rule 2.4, the restriction imposed by
Rule 2.4(c) normally applies for a period of three months following the
end of the offer period. The Panel Executive has confirmed in this case
that: (i) during the three month period following the date of this
announcement, CGNPC-URC is not permitted to announce a firm offer for
Kalahari at less than 290 pence per share even with the agreement of
the board of Kalahari; and (ii) this restriction will not apply in the
event that the circumstances described in any of paragraphs (b) to (g)
above occur during this three month period.

_______________________________________________________________

This announcement is made in accordance with Rule 2.8 of the Code.

This announcement is not intended to, and does not, constitute or form
part of any offer, invitation or the solicitation of an offer to
purchase, otherwise acquire, subscribe for, sell or otherwise dispose
of, any securities. This announcement has been prepared in accordance
with English law and the Code and information disclosed may not be the
same as that which would have been prepared in accordance with the laws
of jurisdictions outside of the United Kingdom.

The distribution of this announcement in jurisdictions outside the
United Kingdom may be restricted by law and therefore persons into
whose possession this announcement comes should inform themselves
about, and observe, such restrictions. Any failure to comply with the
restrictions may constitute a violation of the securities law of any
such jurisdiction.

Publication on website

A copy of this announcement will be available free of charge, subject to
certain restrictions relating to persons resident in Restricted Jurisdictions, for inspection on
CGNPC-URC's website at www.cgnurc.com.cn.

This information is provided by RNS


The company news service from the London Stock Exchange

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