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CENTAURUS METALS LIMITED M&A Activity 2009

Nov 15, 2009

64715_rns_2009-11-15_9883d6cb-3037-44a7-b4cd-aef674f2b812.pdf

M&A Activity

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16 November 2009

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Dear Securityholder,

Please see attached the ASX announcement in relation to the recommended takeover offer from Glengarry Resources Limited. If you are a Centaurus Shareholder, you will be offered eight Glengarry shares for each Centaurus share you hold. If you are a Centaurus Optionholder, you will be offered equivalent Glengarry options on terms consistent with the eight for one merger ratio (the Offer ).

Your Centaurus directors unanimously recommend that you accept the Glengarry offer in the absence of a superior proposal and consider it provides you with the following key benefits:

  • Ongoing equity participation in a well funded company: The merged company will combine Glengarry’s financial resources and Australian gold and copper projects with Centaurus’ emerging iron ore projects to create a well funded company focused on developing our Brazilian iron ore assets.

  • Attractive Premium: Based on the trading over the past 30 days, the offer provides an attractive bid premium of 35%.

  • Enhanced Board and Management team: The merger will result in an expansion of the company’s expertise including Glengarry directors and management with extensive international iron ore expertise.

The offer remains conditional upon a number of matters including 90% minimum acceptance by Centaurus Shareholders, no material adverse changes and no prescribed occurrences. Please refer to the attached announcement for information of the terms and conditions of the proposed offer.

Given Glengarry’s Managing Director and major shareholder, Mr Darren Gordon was also the Chairman of Centaurus, to guard against the potential for conflict of interest, both real or perceived, Mr Gordon was excluded from both companies’ deliberations in relation to the Offers and resigned as a Director of Centaurus on 6 November 2009.

On behalf of my fellow directors, I would like to thank Darren for the guidance he has provided and look forward to working with him again if the Offer proceeds to completion. We would also like to thank you for the support that you have shown for the company and look forward to the Offer completing successfully.

Both Centaurus and Glengarry are keen to rapidly progress the Offer to avoid delay in the development of our Brazilian projects. The bid documentation, including Glengarry’s Bidder’s Statement and Centaurus’ Target’s Statement are expected to be dispatched in early December and we are hoping to see the merger implemented early in the New Year.

Yours Faithfully,

Mark Papendieck

Managing Director