UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16
OR
15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August, 2017 |
Commission File Number: 001-33838 |
DOMINION DIAMOND CORPORATION |
(Translation of registrant's name into English)
P.O. Box 4569, Station A Toronto, ON, Canada M5W 4T9 |
(Address of principal executive offices) |
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ⃞ Form 40-F ⊠
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ⃞
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ⃞
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ⃞ No ⊠
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
DATED the 23rd day of August, 2017.
DOMINION DIAMOND CORPORATION |
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(Registrant) | ||||
By: |
/s/ Matthew Quinlan |
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Name: |
Matthew Quinlan |
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Title: |
Chief Financial Officer |
EXHIBIT INDEX
EXHIBIT |
DESCRIPTION OF EXHIBIT |
|
99.1 |
News release dated August 23, 2017 – Dominion Diamond Mails Management Information Circular for Special Meeting of Shareholders |
Exhibit 99.1
Dominion Diamond Mails Management Information Circular for Special Meeting of Shareholders
CALGARY, Alberta--(BUSINESS WIRE)--August 23, 2017--Dominion Diamond Corporation (TSX: DDC, NYSE: DDC) (the “Company” or “Dominion”) today announced that it has mailed the management information circular (the “Circular”) and related materials for the special meeting (the “Meeting”) of the shareholders of the Company to approve the plan of arrangement (the “Arrangement”) pursuant to which Northwest Acquisitions ULC, an entity affiliated with The Washington Companies, has agreed to acquire all of the issued and outstanding common shares of the Company for US$14.25 per share in cash, all as more particularly described in the Circular.
The Meeting is scheduled for 10:00 a.m. (Calgary time) on September 19, 2017, at 444-7 Avenue SW, 2nd Floor, Conference Room A and B, Calgary, Alberta. Shareholders of record as of the close of business on July 31, 2017, are entitled to receive notice of and vote at the Meeting.
The board of directors of the Company, based in part on the recommendation of the special committee of the Company’s board of directors and after receiving advice from its legal and financial advisors, has unanimously determined that the Arrangement is in the best interests of the Company and recommended that shareholders of the Company vote in favor of the Arrangement.
On August 15, 2017, the Ontario Superior Court of Justice (Commercial List) granted an interim order providing for the calling and holding of the Meeting and certain other matters related to the Meeting and the Arrangement. A copy of the interim order is included in the Circular. Additionally, on August 4, 2017, the Commissioner of Competition issued an advance ruling certificate with respect to the Arrangement.
The Circular provides important information on the Arrangement and related matters, including voting procedures and instructions regarding proxies for registered shareholders unable to attend the Meeting in person. Shareholders are urged to read the Circular and its appendices carefully and in their entirety. The Circular is available online at www.sedar.com and www.sec.gov/edgar.
Shareholders who have questions regarding the Arrangement or require assistance with voting may contact the Company’s strategic shareholder advisor and proxy solicitation agent below:
Kingsdale Advisors
Toll free (in North America): 1-888-518-6805
International
collect (outside North America): 1-416-867-2272
Email: contactus@kingsdaleadvisors.com
About Dominion Diamond Corporation
Dominion Diamond
Corporation is a Canadian mining company and one of the world’s largest
producers and suppliers of premium rough diamond assortments to the
global market. The Company operates the Ekati Diamond Mine, in which it
owns a controlling interest, and owns 40% of the Diavik Diamond Mine,
both of which are located in the low political risk environment of
the Northwest Territories in Canada. It also has world-class sorting and
selling operations in Canada, Belgium and India.
Forward-Looking Statements
Certain statements
included in this news release may be considered forward-looking. Such
statements involve known and unknown risks, uncertainties and other
factors that may cause actual results, performance or achievements to be
materially different from those implied by such statements, and
therefore these statements should not be read as guarantees of future
performance or results. All forward-looking statements are based on the
Company’s current beliefs as well as assumptions made by and information
currently available to the Company.
Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this news release. Due to risks and uncertainties, including the risks and uncertainties identified by the Company in its public securities filings available at www.sec.gov and www.sedar.com, actual events may differ materially from current expectations. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
For more information, please visit www.ddcorp.ca.
CONTACT:
Investors:
Dominion Diamond Corporation
Jacqueline
Allison, 416-205-4371
Vice-President, Investor Relations
jacqueline.allison@ddcorp.ca
or
Canadian
Media:
DFH Public Affairs
Ian Hamilton, 416-206-0118
x222
or
US Media:
Gagnier Communications
Dan
Gagnier, 646-569-5897