Coventry Resources Limited (ASX:CVY) entered into a definitive merger implementation agreement to acquire Crescent Resources Corp. (TSXV:CRC) from Millrock Resources Inc. (TSXV:MRO), GCIC Ltd and others in a reverse merger transaction on September 7, 2012. Coventry Resources will hold 60.4 million shares of Crescent Resources post-consolidation. In addition, existing Coventry options to acquire Coventry shares will be exchanged for options in the issued capital of Crescent Resources. The transaction includes a reciprocal termination fee of AUD 0.15 million. On completion of the merger Crescent Resources Corp.'s name will be changed to Coventry Resources Inc. with its primary listing on the TSX-V and secondary listing on the ASX and will trade under the symbol CVY on both the exchanges.

Pursuant to the agreement, Crescent will undertake a 1:5 consolidation of its common shares prior to completion of the transaction. Crescent will then offer to acquire all of Coventry's fully paid ordinary shares on the basis of 0.2513 post-consolidation shares of Crescent for each share of Coventry. Crescent also intends to complete a concurrent financing of subscription receipts. Upon the closing of the capital raising of Crescent, each subscription receipt will be exchanged for one pre-consolidated share of Crescent. Coventry also plans to undertake a capital raising to institutional investors which is expected to be finalized over the next few days.

On completion of the transaction, the Board of Directors of Crescent Resources will comprise six members, of whom Coventry will nominate four and Crescent two members. The Board of Directors of Crescent Resources will be Michael Naylor, Managing Director and Chief Executive Officer of Coventry, Michael Haynes, Non Executive Director of Coventry, Tony Goddard, Executive Director of Coventry, Steven Chadwick, Executive Director of Coventry, Don Holliday, Executive Director of Crescent and Eric Edwards, Non Executive Director of Crescent.

The transaction is subject to approval of Australian Foreign Investment Review Board, Australian Stock Exchange, Australian Securities Investment Commission, Toronto Stock Exchange, Australian Court, shareholders of Coventry Resources and Crescent Resources, third party approvals and other customary conditions. The option agreement will be conditional upon the agreement, as well as regulatory, Australian Court, approval of Coventry option holders, together with customary conditions. In addition to approval by Coventry shareholders, the transaction is conditional upon shareholders approving the share consolidation, the change of name and the issuance of Crescent shares to Coventry shareholders. The Board of Directors of Coventry Resources and Crescent Resources approved the transaction unanimously. The Board of Directors of Coventry and Crescent unanimously recommended their shareholders to approve the transaction.

The meeting of the shareholders and option holders of Coventry Resources is expected to be held in November 2012. The transaction is expected to close by early December 2012.

As of December 13, 2012, the transaction was approved by majority of Coventry shareholders and option holders. Crescent Resources Corp.'s shareholders also approved the transaction. As of December 19, 2012, the transaction was approved by the Federal Court of Australia (Court). As on December 21, 2012, the name of Crescent Resources Corp has been changed to Coventry Resources Inc. and has a new ASX Code: CYY. Following completion of the Merger, normal trading in the Coventry Resources Inc. on a post-consolidation basis, will commence. This is expected to be on January 9, 2013. On January 7, 2013, Coventry Resources announced that it will be removed from the official list of ASX
Limited as from the close of trading on Tuesday, January 8, 2013.

Cassels Brock & Blackwell LLP and Steinepreis Paganin acted as legal advisors for Coventry Resources Limited and received AUD 0.13 million and AUD 0.1 million fees respectively. Haywood Securities Inc. acted as financial advisor and received AUD 0.55 million as fees. Axium Law Corporation acted as legal advisor for Crescent Resources Corp. Deloitte Tax Services Pty Ltd. acted as an accountant, Sherif Andrawes and Gemma Rhydderch of BDO Corporate Finance (QLD) Limited acted as fairness opinion provider and SRK Consulting acted as an information agent for Coventry Resources Limited, and received AUD 0.01 million, AUD 0.03 million and AUD 0.04 million as fees respectively. Hunt and Humphry Project Lawyers acted as legal advisor to Crescent Resources.

Coventry Resources Limited (ASX:CVY) completed the acquisition of Crescent Resources Corp. (TSXV:CRC) from Millrock Resources Inc. (TSXV:MRO), GCIC Ltd and others in a reverse merger transaction on January 8, 2013. Post closing, Crescent Resources will be known as Coventry Resources Inc. The common shares of Coventry Resources Inc. will commence trading on the TSX Venture Exchange under the symbol CYY at the opening of trading on January 9, 2013, at which time the common shares of Crescent Resources Corp. that traded under the symbol CRC will be delisted. Also from January 9, 2013, Coventry Resources will be dual listed on the Australian Securities Exchange. Chess Depositary Instruments of Coventry Resources will commence trading on a normal basis on the Australian Securities Exchange on January 9, 2013 under the code CYY.