| Thu 23 Oct 2008, 15:30 | | AMS /AMSP - Anglo Platinum - Royal Bafokeng Holdings to assume control of the |
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AMS AMSP
ANANP
AMS /AMSP - Anglo Platinum - Royal Bafokeng Holdings to assume control of the
Bafokeng Rasimone Platinum Mine Joint Venture, including the Styldrift
Platinum project, through a BEE restructuring agreement with Anglo Platinum
Media release
Anglo Platinum Limited
Registration No.: 1946/022452/06
JSE share codes: AMS; AMSP
ISIN: ZAE000013181; ZAE000054474
Joint SENS and media release
Royal Bafokeng Holdings to assume control of the Bafokeng
Rasimone Platinum Mine Joint Venture, including the Styldrift Platinum project,
through a BEE restructuring agreement with Anglo Platinum
Johannesburg - 23 October 2008 - Anglo Platinum and the inve
stment arm of the Royal Bafokeng Nation, Royal Bafokeng Holdings (RBH), have
reached agreement to restructure the Bafokeng Rasimone Platinum Mine (BRPM)
Joint Venture which includes the Styldrift Platinum project - the 50/50 joint
venture partnership between Royal Bafokeng Resources (RBR), RBH`s wholly owned-
subsidiary, and Anglo Platinum ("the Parties").
The restructuring will result in the creation of a Historically Disadvantaged
South African ("HDSA") controlled platinum group metal ("PGM") producer in line
with Anglo Platinum`s commitment to broad based BEE as a strategic
transformation objective and in support of the ownership requirements of the
Mining Charter. The transaction will be effected through the establishment of
NewCo Platinum (NewCo), a company which will assume control over all current and
future operations of the BRPM joint venture and will be controlled by RBH and
independently managed. Administrative and technical support services currently
provided by Anglo Platinum will be migrated from Anglo Platinum to NewCo over a
period of between 12 and 24 months.
The existing sale of concentrate agreement in place between the BRPM Joint
Venture and Anglo Platinum will remain in place and Anglo Platinum will continue
to smelt, refine and sell all metal produced. In terms of the restructuring
agreement, RBH will have the right to elect to purchase 50% of refined metal
arising from BRPM from Anglo Platinum at market prices. RBN will have the
opportunity to exercise this right to purchase metal from 2012.
The Parties have agreed to list 67% of the BRPM JV via NewCo and upon listing,
to occur within 3 years of closing, the final envisaged structure will be
achieved as shown in figure 2 below.
Figure 1: Current structure
RBH
*
* 100%
*
APL RBR
* *
50% * * 50%
* * * *
*
Unincorporated BRPM JV
Figure 2: Final structure
RBH Minorities
* *
65% * * 20%
* *
* * * Newco listed
15% * *
* * 100%
* *
APL RBR
* *
33% * * 67%
* * * * *
*
Unincorporated BRPM JV
Prior to listing Anglo Platinum will retain an effective 50% interest in the
BRPM JV. In order to facilitate the listing of NewCo Anglo Platinum will sell
down its holding, which will include a 5% stake received from a new issue of
NewCo shares in compensation for the transfer of control to RBH, to an effective
43% interest in the BRPM JV.
Until the listing of NewCo, Anglo Platinum and RBR will continue to have equal
representation on the Management Committee of the BRPM JV. Subsequent to the
listing, RBR will appoint the majority of the management committee members.
The Parties expect to sign final transaction agreements during the latter part
of 2008. The transaction is precedent upon conditions that include endorsement
by the Department of Minerals and Energy, the conversion of BRPM`s mineral
rights, a due diligence as well as regulatory and third party approvals.
"This major step," says Niall Carroll, CEO of RBH, "is in line with RBH`s
strategy of maximising value of the Group`s PGM interests, and creates an
independent black controlled PGM producer that can list on the JSE Securities
Exchange. We are also excited at the prospect of acquiring and marketing our
share of the platinum metal from the BRPM JV."
"NewCo will focus on both organic and acquisitive growth, serving as a platform,
with strong empowerment credentials and a solid capital structure, for the
consolidation of mid-tier regional PGM assets", adds Carroll.
Neville Nicolau, CEO of Anglo Platinum said, "We are pleased that this
empowerment transaction creates an independent producer with growth potential,
compensates us for the change in control and we believe, addresses the
outstanding requirements of the BRPM joint conversion submission".
"The Royal Bafokeng Nation`s long-standing involvement in platinum positions
them well as a long-term independent participant in the industry", he added.
Editors Notes
BRPM JV:
The BRPM JV was established in 2002 to exploit PGMs in the Merensky and UG2
reefs on the Boschkoppie, Frischgewaagd and Styldrift farms in the Rustenburg
area. BRPM produced its first concentrate from the Boschkoppie property in
December 1999. The operation has the potential to produce more than 400 000
ounces of platinum when the Styldrift project reaches steady state levels.
For the year ended 31 December 2007, total mine production was 2.57 million
tonnes, processed through the mill yielding 190 500 refined platinum ounces.
Styldrift Platinum project: The Anglo Platinum and RBH Boards approved the
Styldrift Merensky Project during Q3 2008. This project, at a capital cost of
R7.6 billion in 2008 money terms excluding sunk costs, will process 230 000 tons
of Merensky Reef per month via a new twin shaft system and a new concentrator.
At steady state production in 2015 this project will increase BRPM`s production
to 450 000 tons per month and 400 000 ounces of refined platinum per annum.
NewCo : NewCo will be incorporated as a wholly-owned subsidiary of RBRH, which
is, in turn, owned in its entirety by RBH. Currently, NewCo`s only asset will be
100% of the issued shares in RBR - the current holder of a 50% participation
right in the BRPM JV.
RBH:
RBH is the primary investment vehicle of the Royal Bafokeng Nation (RBN), a
community of approximately 300 000 Tswana speaking people with substantial,
minerals-rich land holdings in South Africa`s North West Province. The company
was established in 2006 through the merger of Royal Bafokeng Resources - set up
in 2002 to manage the community`s mining interests - and Royal
Bafokeng Finance - formed in 2004 to develop a diversified, non-mining asset
base. RBH`s overall business objective is to maximise the returns on its
investments to provide the RBN community with sustainable, long-term benefits.
Ends
For more information contact:
Anglo Platinum: RBH
Trevor Raymond Mpueleng Pooe
+27(0)11 373-6462 +27(0)11 219-6034
+27(0)82 654 8467 +27(0)82 894 3801
Date: 23/10/2008 15:30:12 Produced by the JSE SENS Department.
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