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Client Work

BRC Diamond completes combination with Diamond Core and starts trading on the TSX and JSE

Fasken
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Client

BRC DiamondCore and RBC Capital Markets

On February 11, 2008, BRC DiamondCore Ltd. (formerly BRC Diamond Corporation) announced that it had completed the acquisition of all of the outstanding shares of Diamond Core Resources Limited, thereby effecting the merger of its business with Diamond Core's business. As the consideration for this acquisition, the Company issued to Diamond Core shareholders one common share of the Company for every 24.5 Diamond Core shares held, such that the Company has outstanding approximately 25.74 million shares and former Diamond Core shareholders now hold approximately 47% of the Company's outstanding shares. Concurrent with this transaction, the Company changed its name from BRC Diamond Corporation to BRC DiamondCore Ltd. and its shares were approved for listing on the Toronto Stock Exchange (the "TSX"). The Company's shares commenced trading on the TSX under the ticker "BCD" and will be delisted from the TSX Venture Exchange concurrent with the TSX listing. The Company's shares began trading on the JSE Limited in Johannesburg on February 4, 2008 and will continue to trade on the JSE Limited under the new name under the ticker "BCD". BRC DiamondCore Ltd. is an African-focused diamond explorer active in South Africa and the Democratic Republic of the Congo. Fasken Martineau was retained to advise BRC Diamond on the South African aspects of the deal with a team led by Al Gourley and that included Paul Bellin, Annelise Barradale, Dimitri Cavvadas and Patrick Mathurin, all of the Johannesburg office; Peter Villani and Rebecca McLeod of the Montreal office; and Mark Magro of the Toronto office. Al Gourley also advised the financial adviser RBC Capital Markets in this transaction.

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