| Tue 2 Oct 2007, 17:29 | | GBG - Great Basin Gold Limited - Announcement |
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GBG
GBG
GBG - Great Basin Gold Limited - Announcement
Great Basin Gold Limited
(Incorporated in Canada and registered as an
External Company in South Africa)
(External Company Registration number 2006/021304/10)
Share code: GBG ISIN: CA3901241057
("Great Basin Gold")
FULFILMENT OF CONDITIONS PRECEDENT IN RESPECT OF THE INTRODUCTION OF BROAD-
BASED BLACK ECONOMIC EMPOWERMENT SHAREHOLDING IN GREAT BASIN GOLD
1. INTRODUCTION
Further to the previous announcements regarding the introduction of Black
Economic Empowerment ("BEE") into Great Basin Gold ("the BEE transaction"),
Great Basin Gold is pleased to announce that it completed the BEE
transaction with Tranter Gold (Proprietary) Limited ("Tranter Gold") on 1
October 2007, on which date all the conditions precedent to the BEE
transaction were fulfilled and the transaction implemented.
2. FUNDING FOR THE BEE TRANSACTION
The purchase consideration of R260 million in respect of the BEE
transaction, having been established in the Transaction Framework Agreement
that was entered into between the parties on 21 February 2007, was settled
by Tranter Gold in cash as follows:
- R200 million received from Investec Bank Limited ("Investec") through
a loan facility provided by Investec to Tranter Burnstone (Proprietary)
Limited ("Tranter Burnstone"), a subsidiary of Tranter Gold; and
- R60 million out of an aggregate R80 million contribution received from
GFI Mining South Africa (Proprietary) Limited ("GFIMSA"), a wholly owned
subsidiary of Gold Fields Limited ("Gold Fields") in terms of a memorandum
of agreement entered into between Gold Fields, GFL Mining Services Limited,
GFIMSA, Great Basin Gold, Southgold Exploration (Proprietary) Limited
("Southgold"), a wholly owned subsidiary of Great Basin Gold, and Tranter
Gold on Wednesday, 27 June 2007 ("the Gold Fields agreement").
The balance of R20 million of the contribution received from GFIMSA will be
utilised by Tranter Gold to pay certain transaction costs and to become an
active and operational prospecting, mining and procurement company in the
gold mining sector.
3. IMPLEMENTATION OF THE BEE TRANSACTION
On Monday, 1 October 2007, Tranter Burnstone became the owner of 19 938 650
new ordinary Great Basin Gold shares ("the new Great Basin Gold shares"),
which constitute approximately 9.3% of the issued share capital of Great
Basin Gold on a fully diluted basis. Based on the independent valuation of
the assets of Great Basin Gold that was undertaken on or about 21 February
2007, this equity interest represents an equivalent effective interest on a
see-through basis of at least 26% in Great Basin Gold`s South African
Burnstone project ("the Burnstone project"), as required by the Mineral and
Petroleum Resources Development Act, 2002, and the Mining Charter.
Amongst various other conditions, Tranter Burnstone is prevented from
disposing of the new Great Basin Gold shares for a restricted period
commencing on 1 October 2007 and ending on the later of three years from 1
October 2007 and such date upon which the disposal by Tranter Burnstone of
some or all of the new Great Basin Gold shares to a non-BEE entity will not
prejudice the on-going validity of any prospecting or mining right held by
Southgold in relation to the Burnstone project.
2 October 2007
Sandton
Corporate Sponsor Corporate Corporate Corporate Funders Independent
advisor law advisor law to expert
to Great advisor to to advisor Tranter
Basin Great Tranter to Gold
Gold Basin Gold Gold Tranter
Gold
T- Nedbank Falcon Pricewate Bell Investec Venmyn Rand
Corporate Capital Attorneys rhouseCoo Dewar Capital
pers Hall Markets
Corporate
Finance
Date: 02/10/2007 17:29:59 Produced by the JSE SENS Department.
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