http://investegate.co.uk/Article.aspx?id=20081219010100H8746RESUL...

http://investegate.co.uk/Article.aspx?id=20081219010100H8746

RESULT OF SECOND CREDITORS MEETING



The second meeting of creditors of Monto Minerals Ltd (Company) and
its subsidiary companies: Monto Resources Pty Ltd and Eulogie
Resources Pty Ltd was held at Monto Town Hall, 51 Newton Street, Monto QLD on 16 December 2008 at 10:00AM. The creditors resolved to accept the proposed "Deed of Company Arrangement". The Deed will be executed within 15 business days from 16 December 2008.


At the meeting a number of resolutions were passed giving effect to:
(a) the Company, Monto Resources Pty Ltd and Eulogie Resources Pty Ltd entering into a Deed of Company Arrangement ("DOCA") with Ian Hall and David McEvoy of PricewaterhouseCoopers to be appointed Deed Administrators; and;

(b) the offer made by Belmont Park Investments Pty Ltd ("BPI") and Panorama Ridge Pty Ltd ("Panorama") as secured creditors of the Company ("Offer").
.

The relevant terms of the Offer are as follows:

* BPI and Panorama will forgive the secured debt in the sum of $12 million;
* the shares in Monto Resources will be transferred to BPI and Panorama (on satisfaction of certain conditions precedent);
* BPI and Panorama will replace existing bank
guarantees in the sum of $1.1M with these monies made available to the unsecured creditors;
* the listed shell of the Company will not form part of the Offer and any proceeds from any recapitalisation of that shell will be available to the unsecured creditors;
* the loan between the Company and Monto Resources is to be forgiven (by way of capitalisation);
* the funds available to unsecured creditors will be placed in the Company and distributed in accordance with the terms of the Minerals Deed;
* the unsecured creditors of the Company and Monto Minerals are to be "pooled" to allow those unsecured creditors to claim against the funds remaining in Monto Minerals;
* following the execution of any DOCA, the Company will pay BPI and Panorama the balance of their secured debt (after allowing for the forgiveness of $12 million).

The DOCA process and timing is as follows:
* following execution of the DOCAs a number of pre-conditions will have to be met before Completion including:
- the signing of formal sale documents with BPI and Panorama in relation to the Offer
- the replacement of the Security Deposits
- the capitalisation of the inter-company debt between Monto Resources and the Company
* the completion of the sale of the shares in Monto Resources is anticipated to occur by March 2009 (depending on satisfaction of the pre-conditions)
* Following completion and pursuant to the Monto Minerals DOCA:
- the claims of creditors will be assessed pursuant to that DOCA (likely April 2009)
- the Deed Administrators of Monto Minerals will seek to finalise the recapitalisation of the listed shell (likely March 2009)
- there will be a distribution to employees before other creditors (likely April 2009)
- there may be an interim distribution following the
assessment of the claims of creditors
* Final distributions are likely to occur by June of 2009.


Subject to receiving an offer on the shell of Monto Minerals Ltd, a meeting of Company shareholders will be called in the next 6 months to examine the options of the shareholders including recapitalisation of the corporate shell.

For further information please contact
Ian Hall, PricewaterhouseCoopers,+61 7 3257 5000
Richard Brown, Ambrian Partners Limited - +44 (0) 20 7634 4700

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