IMP - Impala Platinum Holdings Limited - Scheme of25 Apr 2007
IMP - Impala Platinum Holdings Limited - Scheme of Arrangement Update           
Impala Platinum Holdings Limited                                                
(Incorporated in the Republic of South Africa)                                  
(Registration No. 1957/001979/06)                                               
ISIN: ZAE000083648                                                              
JSE Share Code:  IMP                                                            
LSE Share Code:  IPLA                                                           
ADR Code:  IMPUY                                                                
Not for release, publication or distribution, in whole or in part, in or        
into Canada, Australia or Japan or any other jurisdiction where to do so        
would constitute a violation of the relevant laws of such jurisdiction.         
Further to the announcement published on SENS on 16 April 2007, shareholders    
are herewith advised of the announcement made by African Platinum plc           
("Afplats") in respect of a revised timetable of the Implats recommended        
cash offer by way of a Scheme of Arrangement.                                   
Enquiries to:                                                                   
David Brown              Tel. +27 11 731 9042                                   
Brenda Berlin            Tel. +27 11 731 9023                                   
Morgan Stanley & Co Limited (joint financial adviser to Implats)                
Beth Mandel (SA)         Tel. +27 11 507 0800                                   
Peter Bacchus (UK)       Tel. +44 207 425 8000                                  
Laurence Hopkins (UK)    Tel. +44 207 425 8000                                  
Sansara Financial Services (Pty) Limited (joint financial adviser to            
Sean Chilvers            Tel. +27 11 718 2307                                   
African Platinum plc - Scheme of Arrangement                                    
African Platinum plc                                                            
25 April 2007                                                                   
AFRICAN PLATINUM PLC                                                            
For immediate release                                                           
25 April 2007                                                                   
Recommended Cash Acquisition                                                    
African Platinum plc (the "Company")                                            
Impala Platinum Holdings Limited                                                
Scheme of Arrangement Update                                                    
On 16 February 2007, Impala Platinum Holdings Limited ("Implats") announced     
that, pursuant to Rule 2.5 of the City Code on Takeovers and Mergers (the       
"Code"), it had agreed to the terms of a recommended cash offer (the            
"Offer") for the entire issued and to be issued share capital of the Company    
(the "Rule 2.5 Announcement").  Implats and the Company agreed, with the        
consent of the Panel on Takeovers and Mergers, that the Offer would be          
implemented by way of a scheme of arrangement under section 425 of the          
Companies Act 1985 (the "Scheme").  On 16 March 2007, a scheme document in      
relation to the Scheme (the "Scheme Document") was posted to the Scheme         
On 16 April 2007, the Scheme was approved at the Court Meeting by a majority    
in number of the Scheme Shareholders present and voting (in person or by        
proxy) representing more than three-fourths in value of the Scheme Shares       
present and voting (in person or by proxy).  Further, at an Extraordinary       
General Meeting held immediately after the conclusion of the Court Meeting,     
Afplats Shareholders approved the special resolution necessary to implement     
the Scheme.                                                                     
The Company is pleased to announce that, having obtained the agreement of       
the Court, the timetable of the Scheme has been revised and that a letter in    
relation to the revised timetable is being posted today to Afplats              
Shareholders and participants in the Afplats Share Option Scheme and the        
holders of Warrants.                                                            
The revised timing of events is as follows:                                     
10 May 2007 - Court Hearing                                                     
14 May 2007 - Effective Date of the Scheme                                      
14 May 2007 - De-listing of Afplats Shares                                      
28 May 2007 - Latest date for despatch of cheques or for settlement through     
All Scheme Shareholders have the right to attend the Court Hearing to           
sanction the Scheme.                                                            
Terms defined in the Scheme Document have the same meanings in this             
Copies of the Scheme Document and subsequent letter to shareholder are          
available for inspection during normal business hours on any business day at    
the offices of Simmons & Simmons at CityPoint, One Ropemaker Street, London,    
EC2Y 9SS up to and including (i) the Effective Date or (ii) the date that       
the Scheme lapses or is withdrawn, whichever of (i) and (ii) is the earlier.    
Copies of the Scheme Document are also available for inspection at the          
Financial Services Authority`s Document Viewing Facility, which is situated     
The Financial Services Authority                                                
25 The North Colonnade                                                          
Canary Wharf                                                                    
London E14 5HS.                                                                 
African Platinum plc                                                            
Roy Pitchford                          Tel. +44 207 389 0500                    
Russell Lamming                        Tel. +27 11 467 1858                     
JPMorgan Cazenove Limited (sole financial adviser and corporate broker to       
the Company)                                                                    
Ian Hannam                             Tel. +44 207 588 2828                    
Patrick Magee                          Tel. +44 207 588 2828                    
Adam Brett                             Tel. +44 207 588 2828                    
JPMorgan Cazenove Limited, which is authorised and regulated by the             
Financial Services Authority in the United Kingdom, is acting as financial      
adviser and broker to the Company in relation to the Proposals and no one       
else in connection with the Proposals and will not be responsible to anyone     
other than the Company for providing the protections afforded to clients of     
JPMorgan Cazenove Limited nor for providing advice in relation to the           
Proposals or any other matter or arrangement referred to in this                
The Directors accept responsibility for the information contained in this       
announcement.  To the best of the knowledge and belief of the Directors (who    
have taken all reasonable care to ensure that such is the case), the            
information contained in this announcement is in accordance with the facts      
and does not omit anything likely to affect the import of such information.     
The distribution of this announcement in jurisdictions other than the United    
Kingdom may be restricted by law and therefore any persons who are subject      
to the law of any jurisdiction other than the United Kingdom should inform      
themselves about, and observe, any applicable requirements. This                
announcement has been prepared for the purpose of complying with English law    
and the Code and the information disclosed may not be the same as that which    
would have been disclosed if this announcement had been prepared in             
accordance with the laws of jurisdictions outside the United Kingdom.           
The availability of the Scheme Document to persons not resident in the          
United Kingdom may be affected by the laws of the relevant jurisdictions.       
Such persons should inform themselves about and observe any applicable          
requirements of those jurisdictions.                                            
Notice to shareholders of the Company in the United States: the Proposals       
relate to the shares of a company incorporated in England and Wales and are     
proposed to be implemented by means of a scheme of arrangement provided for     
under English company law. A transaction effected by means of a scheme of       
arrangement is not subject to the tender offer rules under the United States    
Securities Act of 1933, as amended. Accordingly, the Proposals are subject      
to the disclosure requirements and practices applicable in England and Wales    
to schemes of arrangement which differ from the disclosure requirements of      
the tender offer rules under the United States Securities Act of 1933, as       
amended. Financial information included in the relevant documentation will      
have been prepared in accordance with accounting standards applicable in the    
United Kingdom that may not be comparable to the financial statements of        
companies in the United States.                                                 
Date: 25/04/2007 15:22:01 Produced by the JSE SENS Department.