| Mon 24 Dec 2007, 11:00 | | ARQ/ANO - Anooraq - Announces exercise of warrants by controlling shareholder |
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ARQ
ARQ
ARQ/ANO - Anooraq - Announces exercise of warrants by controlling shareholder
Anooraq Resources Corporation
(Incorporated in British Columbia, Canada)
(Registration number 10022-2033)
JSE share code: ARQ & ISIN: CA03633E1088
TSXV share code: ARQ & ISIN: CA03633E1088
AMEX share code: ANO & ISIN: CA03633E1088
("Anooraq" or "the Company")
ANOORAQ ANNOUNCES EXERCISE OF WARRANTS BY CONTROLLING SHAREHOLDER
Anooraq is pleased to announce that its principal shareholder, the Pelawan Trust
("Pelawan"), has exercised 167,000,000 common share purchase warrants (the
"Warrants") at a price per common share of CDN$1.35.
In connection with Pelawan`s exercise of the Warrants, the Company has entered
into an amending agreement (the "Amending Agreement") with Pelawan to amend the
exercise procedure of the Warrants to allow Pelawan to finance the exercise of
the Warrants by way of a bridge loan from Rand Merchant Bank ("RMB"). Pursuant
to the Amending Agreement, Pelawan has exercised the Warrants by depositing an
escrowed amount equal to the aggregate exercise price for the Warrants (CDN$ 225
million or ZAR 1,586 billion) into an interest bearing account with RMB, to be
released pursuant to a deposit account agreement (the "Deposit Agreement")
between RMB, Pelawan Investments (Pty) Ltd and Anooraq upon the satisfaction of
certain release conditions. The common shares underlying the Warrants will be
issued to Pelawan upon receipt by the Company of the exercise price per common
share, plus the interest accrued thereon up to the date of release.
The board of directors of the Company formed a special committee consisting of
disinterested directors to consider the Amending Agreement and the Deposit
Agreement and other ancillary matters related to the Warrant exercise and the
financing thereof. This special committee unanimously approved the Company
entering into the Amending Agreement and the Deposit Agreement and other
ancillary matters on December 18, 2007.
Should the common shares underlying the Warrants be issued in full, Pelawan`s
resulting shareholding in Anooraq will increase to approximately 82% of the
current issued and outstanding common shares of the Company.
The exercise of the Warrants enhances Anooraq`s ability to maintain its status
as a Black Economic Empowerment company under South Africa`s mining legislation.
The Company intends to use the proceeds of the Warrants exercise, when received,
as partial funding for the proposed acquisition of 51% of Lebowa Platinum Mines
Limited from Anglo Platinum Limited announced in the Company news release dated
September 4, 2007.
For further information on Anooraq and its South African properties, please
visit our website www.anooraqresources.com or call investor services in South
Africa at +27 11 883 0831 or in North America at 1 800 667 2114.
ON BEHALF OF THE BOARD OF DIRECTORS
Tumelo Motsisi
Acting President and CEO
Sandton
24 December 2007
Sponsor: BDO QuestCo
CAUTIONARY AND FORWARD LOOKING INFORMATION
This release includes certain statements that may be deemed "forward-looking
statements". All statements in this release, other than statements of
historical facts, that address future events or developments that Anooraq
expects are forward-looking statements. Wherever possible, words such as
"anticipate", "believe", "expect", "may", "could", "will", "potential",
"intend", "estimate", "should", "plan", "predict", "project" or the negative or
other variations of such expressions reflect Anooraq`s current beliefs and
assumptions and are based on the information currently available to Anooraq as
of the current date. Although Anooraq believes the expectations expressed in
such forward-looking statements are based on reasonable assumptions, such
statements are not guarantees of future performance and actual results or
developments may differ materially from those in the forward-looking statements.
Factors that could cause actual results to differ materially from those in
forward-looking statements include market prices, exploitation and exploration
successes, changes in and the effect of government policies with respect to
mining and natural resource exploration and exploitation and continued
availability of capital and financing, and general economic, market or business
conditions. Investors are cautioned that any such statements are not guarantees
of future performance and those actual results or developments may differ
materially from those projected in the forward-looking statements. For more
information on Anooraq, Investors should review the Company`s annual Form 20-F
filing with the United States Securities and Exchange Commission and its home
jurisdiction filings that are available at www.sedar.com.
Date: 24/12/2007 11:00:01 Produced by the JSE SENS Department.
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