| Thu 30 Apr 2009, 14:27 | | AQP - Aquarius Platinum Limited - Sale of rights issue rump |
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AQP
AQP
AQP - Aquarius Platinum Limited - Sale of rights issue rump
Aquarius Platinum Limited
(Incorporated in Bermuda)
Registration Number: EC26290
Share Code JSE: AQP
ISIN Code: BMG0440M1284
30 April 2009
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES, CANADA OR JAPAN
SALE OF RIGHTS ISSUE RUMP
Earlier today Aquarius Platinum Limited ("Aquarius" or the "Company") announced
that it had received valid acceptances in respect of 40,313,278 Rights Issue
Shares, representing approximately 97.16% of the total number of Rights Issue
Shares offered to Qualifying Shareholders pursuant to the fully underwritten
Rights Issue announced by Aquarius on 26 March 2009.
Aquarius confirms that Merrill Lynch International ("Merrill Lynch") and Euroz
Securities Limited ("Euroz") have since procured purchasers for the remaining
1,178,459 Rights Issue Shares for which valid acceptances were not received at
an average price of 259.5 pence per Rights Issue Share.
The net proceeds from the sale of these Rights Issue Shares, after deduction of
the relevant Issue Price (of A$2.39, 115 pence or ZAR15.83 per Rights Issue
Share) and the expenses of procuring purchasers (including any applicable
brokerage fees and commissions, amounts in respect of value added tax and
currency conversion costs) and, save for amounts less than GBP5.00, will be paid
to those persons whose rights have lapsed in accordance with the terms of the
Rights Issue, pro rata, to their lapsed provisional allotments.
Unless otherwise defined in this announcement, capitalised terms shall have the
meaning given to them in the Prospectus.
Merrill Lynch acted as Global Coordinator and Bookrunner and Euroz acted as Co-
Lead Manager on the Rights Issue.
Contacts
Aquarius Platinum Limited
Stuart Murray, CEO +27 11 455 2050
Willi Boehm, Company Secretary +61 8 9367 5211
Nicholas Bias, IR +41 79 888 1642
Merrill Lynch International
Andrew Osborne +44 20 7628 1000
Rupert Hume-Kendall +44 20 7628 1000
Euroz Securities Limited
Doug Young +61 8 9488 1400
This announcement is an advertisement and not a prospectus and investors should
not subscribe for or purchase any securities or rights referred to in this
announcement pursuant to the Rights Issue except on the basis of information in
the Prospectus (including any supplement thereto) published by Aquarius in
connection with the Rights Issue. Copies of the Prospectus are available from
the Company`s registered office during normal business hours.
This announcement is for information purposes only and shall not constitute an
offer to buy, sell, issue, or subscribe for, or the solicitation of an offer to
buy, sell, issue, or subscribe for any securities in the capital of the Company,
nor shall there be any sale of securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
This announcement has been issued by and is the sole responsibility of Aquarius.
No representation or warranty, express or implied, is or will be made as to, or
in relation to, and no responsibility or liability is or will be accepted by
Merrill Lynch, Euroz or by any of their respective affiliates or agents as to,
or in relation to, the accuracy or completeness of this announcement or any
other written or oral information made available to or publicly available to any
interested party or its advisers, and any liability therefore is expressly
disclaimed.
Both Merrill Lynch International and Euroz are acting exclusively for Aquarius
and no one else in connection with the Placing and the Rights Issue and will not
regard any other person (whether or not a recipient of announcement) as a client
in relation to the Placing or the Rights Issue and will not be responsible to
anyone other than Aquarius for providing the protections afforded to clients of
either Merrill Lynch International or Euroz or for providing advice in relation
to the Placing or the Rights Issue or any other matter referred to in this
announcement.
No person has been authorised to give any information or to make any
representations other than those contained in this announcement and, if given or
made, such information or representations must not be relied on as having been
authorised by Aquarius, Merrill Lynch or Euroz. Other than in accordance with
their legal or regulatory obligations, neither Aquarius nor Merrill Lynch
International nor Euroz undertakes any duty to, and will not necessarily,
release publicly any updates or revisions to any forwardlooking statements
contained herein to reflect any change in Aquarius` expectations with regard
thereto or any change in events, conditions or circumstances on which any such
statement is based, except to the extent required by applicable law, the
Australian Corporations Act, the ASX Listing Rules, the Prospectus Rules, the UK
Listing Rules and the Disclosure and Transparency Rules, the JSE Listing
Requirements and the South African Companies Act.
The distribution of this announcement and the offering of the Nil Paid Rights,
the DI Nil Paid Rights and the Rights Issue Shares (collectively, the
"Securities") in certain jurisdictions may be restricted by law. No action has
been taken by Aquarius or Merrill Lynch or Euroz that would permit an offering
of the Securities or possession or distribution of this announcement or any
other offering or publicity material relating to the Securities in any
jurisdiction where action for that purpose is required. Persons into whose
possession this announcement comes are required by Aquarius, Merrill Lynch and
Euroz to inform themselves about, and to observe such restrictions.
This announcement is not for distribution, directly or indirectly, in or into
the United States (including its territories and possessions, any State of the
United States and the District of Columbia), Canada or Japan or any jurisdiction
into which the same would be unlawful. This announcement does not constitute or
form part of an offer or solicitation to purchase or subscribe for Securities in
the United States, Canada or Japan or any jurisdiction in which such an offer or
solicitation is unlawful. In particular, the Securities referred to in this
announcement have not been, and will not be, registered under the US Securities
Act of 1933, as amended (the "Securities Act") or under the securities
legislation of any state of the United States, and may not be offered or sold in
the United States absent registration or an applicable exemption from, or in a
transaction not subject to, the registration requirements under the Securities
Act. Subject to certain exceptions, the Securities referred to in this
announcement are being offered and sold only outside the United States in
accordance with Regulation S under the Securities Act. No public offering of
Securities of Aquarius will be made in the United States.
The relevant clearances have not been, and nor will they be, obtained from the
securities commission of any province or territory of Canada; no prospectus has
been lodged with, or registered by Investments Commission or the Japanese
Ministry of Finance; and the Securities have not been, and nor will they be,
registered under or offered in compliance with the securities laws of any state,
province or territory of Canada or Japan. Accordingly, the Securities may not
(unless an exemption under the relevant securities laws is applicable) be
offered, sold, resold or delivered, directly or indirectly, in or into Canada or
Japan.
This announcement has been prepared for the purposes of complying with
applicable law and regulation in the United Kingdom 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 and regulations of
any jurisdiction outside of the United Kingdom.
Neither the content of Aquarius` website nor any website accessible by
hyperlinks on Aquarius` website is incorporated in, or forms part of, this
announcement.
The address of Merrill Lynch is Merrill Lynch Financial Centre, 2 King Edward
Street, London, United Kingdom, EC1A 1HQ. The address for Euroz is 1 William
Street, Perth, Western Australia, Australia, 6000.
Date: 30/04/2009 14:27:03 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
