19 July 2018
Peregrine Diamonds Ltd. is pleased to announce that it has entered into an arrangement agreement with De Beers Canada Inc. under which De Beers will acquire all of the Company’s outstanding common shares for $0.24 per share in cash or a total equity value of approximately $107 million pursuant to a plan of arrangement under the Canada Business Corporations Act. The transaction represents a 50% premium to Peregrine’s share price of $0.16 on July 18, 2018, and a premium of 44.5% to the volume weighted average price of the shares for the 20-trading days ended July 18, 2018. The Board of Directors of Peregrine, after consultation with financial and legal advisors, and based on the recommendation of a special committee of the Board consisting of three independent directors, has unanimously determined that the Arrangement is in the best interests of the Company, has approved the Arrangement Agreement and the Arrangement and recommends that Peregrine’s shareholders, as well as its optionholders and warrantholders, vote in favour of the Arrangement. All directors and officers of the Company as well as Messrs. Eric Friedland and Robert Friedland, the Company’s two major shareholders who collectively control 42.8% of the issued and outstanding common shares (and 42.2% of the issued outstanding common shares, options and warrants), have entered into voting and support agreements to vote their common shares in support of the Arrangement.