Implats -
IMPALA PLATINUM HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1957/001979/06)
Share code: IMP ISIN: ZAE000003554
("Implats")
Information announcement
Implats firm intention to make an offer to acquire shares in Zimbabwe Platinum
Mines Limited ("Zimplats") at A$4.08 per Zimplats share
1. Introduction
Investec Bank Limited is authorised to announce Implats" firm intention to
make an offer to the shareholders of Zimplats, other than Impala Platinum
Zimbabwe (Proprietary) Limited ("Impala Zimbabwe"),("the Zimplats minority
shareholders") to acquire all of their Zimplats shares for a cash consideration
of A$4.08 per Zimplats share ("the Zimplats minority offer").
2. Background information on Zimplats and rationale for the Zimplats minority
offer
Zimplats, a company listed on the Australian Stock Exchange, is a platinum
development and mining company with significant assets in Zimbabwe. Zimplats
holds around 165 million ounces of platinum resources in the Great Dyke of
Zimbabwe, comprising the majority of the Hartley Geological Complex.
Zimplats holds 70% of the Ngezi open cast mine and the Selous Metallurgical
Complex ("SMC") on the Great Dyke in Zimbabwe, which have been combined into a
fully operational platinum mine and metallurgical plant. During the last two
years, Zimplats secured the financing to build and commission an access road for
the entire unexploited mineral resource in the north chamber of the Great Dyke,
to open the Ngezi open cast mine and to partially recommission the SMC.
At the Ngezi open cast mine and SMC, Zimplats has now shown the ability to
meet its planned operational and economic targets and, in particular, has
achieved the grade control targets at the Ngezi open cast mine. Furthermore
Zimplats has been able to successfully operate within the current uncertain
economic and political environment in Zimbabwe.
The success of its initial operations has now enabled Zimplats to advance
plans to expand operations to exploit its 100% owned ore reserves north of the
Ngezi open cast mine, in a series of phased expansions, utilising underground
methods similar to those successfully used at the Mimosa mine in Zimbabwe.
Feasibility studies currently in progress, incorporating promising results to
date from the 200 000 ton underground trial mining project, suggest that the
planned phased expansions are technically and economically viable.
Implats considers that its strategic association with Zimplats is a key factor
in the current and future success of Zimplats, as Implats has both the technical
and financial resources to assist Zimplats in exploiting the potential of its
large platinum mineral resources on the Great Dyke region in Zimbabwe.
However, given that Zimplats" potential is more likely to be realised over
the longer term rather than the short term, in an uncertain socio-political
environment, Implats believes that there are significant risks inherent in
realising the potential of Zimplats. The holding of a larger equity interest in
Zimplats would facilitate Implats being able to more effectively assist Zimplats
with its future expansions, particularly when longer term investment and
financial support are required.
3. Background to the Zimplats minority offer
Impala Zimbabwe currently holds 50,53% of the issued shares of Zimplats while
Impala Zimbabwe is 70,68% held by Implats. Implats therefore indirectly holds
35,71% of the issued shares of Zimplats. After taking into account Zimplats"
commitment to issue shares equivalent to 15% of its existing issued share
capital to empowerment shareholders, as well as options granted by Zimplats to
its employees and directors, Implats currently indirectly holds 30,01% of
Zimplats" shares on a fully diluted basis.
Implats and Zimplats concluded an agreement governing the circumstances under
which Implats must make an offer to other Zimplats shareholders ("the offer
agreement"), summarised details of which can be found on Zimplats" website at
www.zimplats.com. In accordance with the offer agreement, Implats has notified
the Zimplats Board of its intention to pursue the Zimplats minority offer. The
members of the Zimplats Board excluding those members representing Implats have
resolved to recommend to the Zimplats minority shareholders to accept the
Zimplats minority offer.
4. Terms of the Zimplats minority offer
4.1 The offer consideration
The Zimplats minority offer will be for a cash consideration of A$4.08
per Zimplats share.
4.2 Timing
Details of the actual offer by Implats to the Zimplats minority
shareholders, in accordance with the offer agreement, will be published within
30 days.
5. Funding for the Zimplats minority offer
The maximum potential purchase consideration payable by Implats to the
Zimplats minority shareholders is approximately R972 million, which amount is
based on the assumptions that all the Zimplats minority shareholders accept the
Zimplats minority offer, and an exchange rate of R5.00/A$. The purchase
consideration will be funded by Implats using existing cash resources.
6. Acquisition of ABSA Bank Limited"s ("ABSA") interest in Zimplats
Separately from the Zimplats minority offer, Implats will acquire ABSA"s
indirect 14,82% interest in Zimplats by acquiring ABSA"s 29,32% interest in
Impala Zimbabwe on or about 2 July 2003 ("the ABSA acquisition") at an effective
price per Zimplats share that is not greater than the Zimplats minority offer
price. As a result, Implats" effective interest in the issued shares of
Zimplats will increase to 50,53% on an undiluted basis and 42,46% on a fully
diluted basis, prior to any Zimplats shares acquired by Implats in terms of the
Zimplats minority offer.
7. Financial effects of the Zimplats minority offer and ABSA acquisition on
Implats
The Zimplats minority offer and the ABSA acquisition are expected to have
little effect on Implats" earnings and net asset value in the short term, but in
the medium to longer term will have a more meaningful positive effect.
30 June 2003
Johannesburg
South Africa
Investment bank and advisor in South Africa
Investec Corporate Finance
Investec Bank Limited
(Registration number 1969/004763/06)
Investment bank and advisor in Australia
Investec Wentworth
Australia
Legal advisor in South Africa
Routledge-Modise Attorneys
Established 1692
Legal advisor in Australia
Blakiston & Crabb Solicitors
Date: 30/06/2003 09:00:06 AM Supplied by www.sharenet.co.za
Produced by the JSE SENS Department
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