Mantra Resources: Court Order Lodged With Asic and Scheme Becomes Effective

PERTH, Western Australia, May 26, 2011 /CNW/ - Mantra Resources Limited ('Mantra') (ASX: MRU) (TSX: MRL) is pleased to announce that the order from the Supreme Court of Western Australia ('Court Order') approving the scheme of arrangement by which JSC Atomredmetzoloto ('ARMZ') will acquire all of the issued shares in Mantra ('Scheme') has been lodged with ASIC pursuant to section 411(10) of the Corporations Act 2001 (Cth). A copy of the extracted Court Order is attached to this news release.

As a result of lodgement of the Court Order with ASIC, the Scheme is now effective.


Suspension of trading

Consequently, Mantra's shares will be suspended from trading on the ASX and halted on the TSX at the close of trading today (on each respective exchange). Trades in Mantra's shares up to the close of trading today on ASX and TSX and off-market trades after today (if any) will be registered by Computershare as at 7.00pm (AWST) on Thursday, 2 June 2011 ('Record Date').


Board declares Special Dividend

The Board has today declared an unfranked dividend of A$0.15 for each share held on the Record Date ('Special Dividend').

Shareholders on the register at the Record Date ('Scheme Participants') will be paid the Scheme Consideration and the Special Dividend within 5 business days of the Implementation Date (which is expected to be 7 June 2011).


Shareholder entitlements

Mantra shareholders on the register on the Record Date ('Scheme Participants') will receive for each share they hold:

-- A$6.87 in cash ('Scheme Consideration'); and

-- an unfranked dividend of A$0.15 ('Special Dividend').


Implementation timetable

The timetable for implementation of the Scheme is as follows:

Record Date for determination of       
entitlements to the Scheme              7.00pm on Thursday, 2 June 2011
Consideration and Special Dividend

Implementation Date                                Tuesday, 7 June 2011

Computershare to commence despatch of  
the Scheme Consideration and Special          From Tuesday, 7 June 2011
Dividend to Scheme Participants

Shareholder Information Line

Shareholders can contact the Shareholder Information Line for further information on 1300 135 438 (from within Australia) or on +61 3 9415 4350 (from outside Australia) between 8.30am and 5.00pm (AEST) Monday to Friday.

A full version of this release, which includes a copy of the Court Order, is available on the Company's website (www.mantraresources.com.au), ASX (www.asx.com.au), and SEDAR (www.sedar.com).



This news release contains 'forward-looking information' that is based on the Company's expectations, estimates and projections as of the date on which the statements were made. This forward-looking information includes, among other things, statements with respect to the proposed scheme of arrangement between Mantra and JSC Atomredmetzoloto, the Second Court Hearing and the timing for the implementation of the scheme of arrangement. Generally, this forward-looking information can be identified by the use of forward-looking terminology such as 'outlook', 'anticipate', 'project', 'target', 'likely', 'believe', 'estimate', 'expect', 'intend', 'may', 'would', 'could', 'should', 'scheduled', 'will', 'plan', 'forecast', 'evolve' and similar expressions. Persons reading this news release are cautioned that such statements are only predictions, and that the Company's actual future results or performance may be materially different.

Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the Company's actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information. Forward-looking information is developed based on assumptions about such risks, uncertainties and other factors set out herein, including but not limited to the risk factors set out in the Company's Annual Information Form.

This list is not exhaustive of the factors that may affect our forward-looking information. These and other factors should be considered carefully and readers should not place undue reliance on such forward-looking information. The Company disclaims any intent or obligations to update or revise any forward-looking statements whether as a result of new information, estimates or options, future events or results or otherwise, unless required to do so by law.



Peter Breese
Chief Executive Officer
Telephone:  +27 82 888 6852