| Thu 14 May 2009, 15:01 | | ARQ - Anooraq - Anooraq announces revised terms of the Black Economic |
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ARQ
ARQ
ARQ - Anooraq - Anooraq announces revised terms of the Black Economic
Empowerment transaction with Anglo Platinum Limited and Pelawan Investments
(Proprietary) Limited
Anooraq Resources Corporation
(Incorporated in British Columbia, Canada)
(Registration number 10022-2033)
JSE share code: ARQ
TSXV share code: ARQ
NYSE Alternext share code: ANO
ISIN: CA03633E1088
("Anooraq" or "the company")
ANOORAQ ANNOUNCES REVISED TERMS OF THE BLACK ECONOMIC EMPOWERMENT TRANSACTION
WITH ANGLO PLATINUM LIMITED ("ANGLO PLATINUM") AND PELAWAN INVESTMENTS
(PROPRIETARY) LIMITED ("PELAWAN")
1. Introduction
The boards of directors of Anglo Platinum, a subsidiary of Anglo American plc,
Pelawan and Anooraq (collectively "the Parties"), in a joint announcement
released on 4 September 2007, announced details of a proposed empowerment
transaction (the "Transaction") involving the acquisition by Anooraq of an
effective 51% of the Lebowa Platinum Mine ("Lebowa") together with an additional
1% controlling interest in the Parties` current joint venture projects, namely
the Ga-Phasha, Boikgantsho and Kwanda projects (collectively the "Project
Assets").
Since the end of the third quarter of 2008, the deterioration of global economic
conditions has resulted in a significant weakening of platinum group metal
("PGM") prices and high volatility in commodity-focused share prices. The
deterioration in credit and equity market conditions has also increased the cost
of obtaining capital and limited the availability of funds.
Due to the significant and rapid deterioration of market conditions highlighted
above, a complete review of the Lebowa long-term plan and project pipeline, as
well as the key commercial terms for the Transaction, was initiated jointly by
the Parties in the fourth quarter of 2008.
Based on the joint review process, a revised Lebowa mining plan has been
determined, which has changed significantly in terms of its rate of ramp-up in
the short-term, with platinum ounces in concentrate, which were previously
forecast to grow to approximately 200,000 oz per annum by 2012, now being
forecast to grow to approximately 150,000 oz per annum over the same period.
This slow down in ramp-up is as a consequence of the current constrained market
conditions and has necessitated the deferral of the Middelpunt Hill UG2 Delta 80
capital expansion project at Lebowa, with an estimated capital expenditure
budget of ZAR 3.2 billion (C$0.4 billion) over a four year period. The Parties
remain of the view that the Lebowa resource, together with its established
infrastructure, is of the highest quality and, when combined with Ga-Phasha,
comprises a significant near surface PGM resource base, represented by 26
kilometres of continuous strike length along the Merensky and UG2 reef horizons.
Anooraq is pleased to announce that the Transaction agreements entered into in
April 2008 have been amended to incorporate the revised terms agreed between the
Parties and detailed term sheets regarding the funding of the Transaction have
been entered into. The Transaction agreements and term sheets remain subject to
the conditions precedent in paragraph 7 below.
2. Rationale
Anooraq`s objective is to become a significant "mine to market" PGM company with
a substantial and diversified PGM asset base, including production, development
and exploration assets. The Transaction is the first stage of advancing the
Company`s PGM production strategy and will result in the Company controlling the
third largest PGM resource base in South Africa with a combination of high
quality exploration, development and production mineral properties.
3. Purchase consideration
In light of recent developments described above, and to ensure the
sustainability of the Transaction, the Parties have renegotiated the
consideration payable by Anooraq to Anglo Platinum from ZAR 3.6 billion to ZAR
2.6 billion (C$0.5 to C$0.4 billion) ("Transaction Consideration"), with Anglo
Platinum agreeing to re-invest a portion of such consideration in order to share
in expected future equity upside in Anooraq.
4. Transaction steps
As a preliminary step to implementation of the Transaction, Anglo Platinum
transferred its 100% interest in Lebowa into a new wholly-owned subsidiary
("Lebowa Holdco"). In addition, two new corporate entities were created in order
to hold the 50% joint venture interests owned by Anooraq and Anglo Platinum in
Boikgantsho and Kwanda (namely, "Boikgantsho SPV" and "Kwanda SPV").
The Transaction, which is subject to the fulfilment or waiver of the conditions
precedent detailed in paragraph 7 below, comprises the following indivisible and
inter-conditional transaction steps:
a. Anglo Platinum and Anooraq contribute their respective 50% interests in
Boikgantsho and Kwanda to Boikgantsho SPV and Kwanda SPV, respectively, in
exchange for shares in Boikgantsho SPV and Kwanda SPV;
b. Anglo Platinum and Anooraq sell their 50% interests in Ga-Phasha,
Boikgantsho SPV and Kwanda SPV to Lebowa Holdco in return for shares in Lebowa
Holdco such that Lebowa Holdco owns 100% of Lebowa and 100% of Ga-Phasha,
Boikgantsho SPV and Kwanda SPV; and
c. Anooraq acquires shares and shareholder loans in Lebowa Holdco from Anglo
Platinum such that Lebowa Holdco is owned 51% by Anooraq and 49% by Anglo
Platinum.
5. Transaction funding
The Transaction Consideration of ZAR 2.6 billion will be funded as follows:
Plateau Resources (Proprietary) Limited ("Plateau") a wholly owned subsidiary of
Anooraq, has agreed to credit-approved financing terms with Standard Chartered
Bank plc ("Standard Chartered") to raise ZAR 750 million (C$103.6 million)of
senior debt funding ("Standard Chartered Debt Facility"), of which ZAR 500
million (C$69.1 million)is immediately available for drawdown and the balance
will be applied to allow an interest and capital repayment holiday during the
first three years whilst the Lebowa mine completes its initial ramp up stage to
2012. Anooraq will apply approximately ZAR 300 million (C$41.4 million)of the
Standard Chartered Debt Facility in part settlement of the Transaction
Consideration. The balance of the funding received by Plateau from this
facility will be used to settle Anooraq`s Transaction costs and repay its
existing bridge loan outstanding to Anglo Platinum.
The Standard Chartered Debt Facility term is nine years with an interest and
capital repayment holiday during the first three years. The facility will
attract a floating interest coupon equal to the Johannesburg Inter Bank Agreed
Rate (currently 7.95%) plus 4.5%, excluding liquidity and reserving costs. A
portion of the coupon will be swapped out into a fixed rate under hedging
arrangement agreed with Standard Chartered.
The Standard Chartered Debt Facility will be secured against 51% of the Lebowa
assets and cash flows generated from Lebowa.
The remainder of the Transaction Consideration will comprise a fixed and
variable component, as follows:
- Fixed component: Plateau will raise ZAR 1.219 billion (C$0.17 billion)
through the issue of cumulative redeemable "A" preference shares ("A" Prefs") to
Rustenburg Platinum Mines Limited ("RPM"), a wholly owned subsidiary of Anglo
Platinum (""A" Preference Share Facility"), as detailed in paragraph 5.1 below;
and
- Variable component: Plateau will raise ZAR 1.1 billion (C$0.15 billion)
through the issue of cumulative convertible "B" preference shares (""B" Prefs")
to the Pelawan Finance SPV ("B" Preference Share Facility"), as defined in
paragraph 5.2 below.
In order to ensure the sustainability of Anooraq and Lebowa Holdco, Anglo
Platinum will make two further facilities available to Plateau:
- An operating cash flow shortfall facility of up to a maximum of ZAR 750
million (C$103.6 million), which facility will be for a nine year term and
attract an interest coupon of 15.84% (nominal annual compounded quarterly).
Plateau may utilise this facility to fund its share of any operating cash flow
shortfall that may arise in Lebowa Holdco for the first three years post closing
of the Transaction ("Closing Date"); and
- A standby loan facility, comprising up to a maximum of 29/49 of RPM`s
attributable share of the free cash flows from Lebowa Holdco, which facility
will be for a 9 year term and attract an interest coupon equal to the prime
lending rate in South Africa (currently 12% per annum). Plateau may utilise this
facility to settle any cash flow shortfall which may arise in funding any
accrued and/or capitalised interest and scheduled capital payments on the
Standard Chartered Debt Facility not funded by Plateau`s attributable share of
free cash flows from Lebowa Holdco, for the term of the Standard Chartered Debt
Facility.
The Anglo Platinum facilities will be secured on a back-ranked basis to the
Standard Chartered Debt Facility.
Anglo Platinum has further agreed to provide approximately ZAR 150 million
(C$20.7 million) to facilitate the participation of communities and Lebowa
employees in the Transaction (as described in paragraph 6 below).
Anglo Platinum is willing to provide the additional funding support to Anooraq
due to its continued belief in the fundamental value proposition at Lebowa and
the Project Assets, as well as to further its ongoing commitment to broad-based
black economic empowerment as a strategic transformation initiative.
The overall impact of these measures is that Anooraq has fully secured financing
for the Transaction, whilst ensuring that it maintains a meaningful and
substantial flow of benefits to Historically Disadvantaged South Africans
("HDSAs").
5.1 Key terms of the "A" Preference Share Facility
The "A" Prefs will have an initial term of six years from the Closing Date
("Initial Maturity Date"), which may be extended by an additional three years
("Final Maturity Date") and attract a preference dividend of 12% (nominal annual
compounded annually). At any time between three years after the Closing Date and
the Initial Maturity Date, Plateau will be obliged to undertake a mandatory debt
refinance process on terms and conditions as have been agreed between the
Parties and apply all of the funding raised from such debt refinancing as is
required to settle the outstanding obligations owing to Anglo Platinum. Any
balance outstanding on the "A" Preference Share Facility on the Final Maturity
Date will become due and payable in cash.
5.2 Key terms of the "B" Preference Share Facility
Anglo Platinum has agreed to reinvest ZAR 1.1 billion (C$0.15 billion) of the
Transaction Consideration proceeds into Anooraq through a special purpose
financing vehicle ("Pelawan Finance SPV") established between Anglo Platinum and
Pelawan for this purpose. The Pelawan Finance SPV will subscribe for "B" Prefs
in Plateau.
The "B" Prefs will have a term of nine years from the Closing Date. RPM and
Pelawan will have the right to convert all or some of their "B" Prefs into 115.8
million and 111.6 million Anooraq Common Shares ("Anooraq Shares") respectively,
which conversion may be effected at any time before the Final Maturity Date.
All of the "B" Prefs will be compulsorily convertible on the Final Maturity
Date. On conversion of all of the "B" Prefs, Anglo Platinum will have received a
26% direct shareholding in Anooraq and Pelawan will have diluted its
shareholding in Anooraq to 51%, which Pelawan shareholding will be restricted
for sale up until approximately 75% of the Standard Chartered Debt Facility
repayments are scheduled to have been repaid.
Fairness opinion: Pelawan holds a 62% interest in Anooraq and, as such, is
a related party to Anooraq. The JSE Limited ("the JSE") therefore requires
a fairness opinion to be provided on the issue to the Pelawan Finance SPV
of the B Prefs, which ultimately are convertible into Anooraq Shares.
PricewaterhouseCoopers Corporate Finance (Pty) Limited ("PWC") has been
appointed as the independent expert and has provided an opinion that the
contemplated issue is fair insofar as the shareholders of Anooraq (other
than Pelawan and its associates) are concerned. A copy of PWC`s opinion
letter is set out in the Information Circular, referred to in paragraph 12
below, which summarises the scope of the work performed by them and their
detailed findings.
6. Broad-based participation
Community participation
Anglo Platinum and Anooraq have agreed the key commercial principles in respect
of the involvement of communities associated with Lebowa and Ga-Phasha and the
associated community participation will benefit in excess of 35,000 HDSAs. The
Anooraq Community Participation Trust (the "Community Trust") has been
established for the benefit of the communities interested in or affected by
Anooraq`s operations and Anglo Platinum will contribute an amount of ZAR 103.8
million (C$14.3 million) to the Community Trust to facilitate this broad-based
empowerment. ZAR 24.5 million (C$3.4 million) will be retained by the Community
Trust to facilitate annual cash distributions to the communities with the
balance of ZAR 79.3 million (C$10.9 million) being used to acquire Anooraq
Shares.
Employee participation
An employee share trust ("ESOP Trust"), which is broadly aligned with the Anglo
Platinum Employee Share Participation Scheme ("Kotula Scheme"), will be provided
for all eligible employees of Lebowa and is expected to benefit approximately
3,700 employees. Anglo Platinum will contribute approximately ZAR 45.6 million
(C$6.3 million) to the ESOP Trust, with approximately ZAR 9.1 million (C$1.3
million) to be retained by the ESOP Trust to facilitate annual cash
distributions to beneficiaries with the balance of approximately ZAR 36.5
million (C$5.0 million) used to acquire Anooraq Shares. The final amount to be
contributed by Anglo Platinum to the ESOP Trust will be equal to the value in
the Kotula Scheme accruing to Lebowa employees on the day that the conversion is
determined.
The Community and ESOP Trust will collectively hold approximately 3.1% of
Anooraq following conversion of all the "B" Prefs.
7. Conditions precedent
The implementation of the Transaction is subject, inter alia, to the fulfilment
or, where appropriate, waiver of the following remaining outstanding conditions
precedent:
- Funding agreements (including relevant security arrangements) for the
Standard Chartered Debt Facility as well as Anglo Platinum`s vendor funding
facilities to be entered into and become unconditional;
- Approval by the relevant regulatory authorities, including the South African
Department of Minerals and Energy, TSX-V, JSE and NYSE Amex ; and
- Approval by Anooraq shareholders.
The Parties have agreed on an outside date of June 30, 2009 for the fulfilment
or waiver of the conditions to the Transaction.
8. Overview of the Transaction assets
Lebowa is located on the North-Eastern Limb of the Bushveld Complex in South
Africa. Annual refined production is 147,600 4E oz (refined platinum 72,600 oz)
in 2008 from its current 91,500 tonnes per month operation exploiting the
Merensky and UG2 reefs. As at 31 December 2008 Lebowa had proven and probable
reserves of 68.38 million tonnes of Merensky and UG2, containing 10.86 million
4E oz at an average 4E grade of 4.94 g/t, as well as measured and indicated
resources of 233.7 million tonnes of Merensky and UG2 containing some 47.77
million 4E oz at an average 4E grade of 6.36 g/t* plus significant inferred
resources. Lebowa is currently 100% owned by Anglo Platinum.
Ga-Phasha is also situated on the North-Eastern Limb of the Bushveld Complex,
contiguous to Lebowa, and is at a pre-feasibility stage of development. Ga-
Phasha has significant PGM mineral resources outlined in the Merensky and UG2
reefs that are open to further expansion, including 138.8 million tonnes of
total measured and indicated resources containing some 25.6 million 4E oz* at an
average 4E grade of 5.74 g/t plus significant inferred resources.
Boikgantsho, situated on the Northern Limb of the Bushveld Complex, is at an
exploration stage of development. Boikgantsho has indicated resources of 176.6
million tonnes in the Platreef horizon, containing some 7.7 million 3E oz* at an
average 3E grade of 1.35 g/t, plus significant inferred mineral resources.
Kwanda is situated on the Northern Limb of the Bushveld Complex, is at a very
early stage of development and does not yet have defined mineral resources.
*See Information for Anooraq Investors at end of this release
9. Amendments to Pelawan Agreements
Certain amendments ("the Amendments") are also being proposed to the current
arrangements between the Company and Pelawan. The Amendments are required in
order to harmonize the restrictions in the various agreements between Pelawan
and Anooraq with those in the shareholders` agreement entered into between
Plateau, RPM and Lebowa Holdco and to allow for the completion and
implementation of the Transaction. The JSE considers the Amendments to comprise
a related party transaction, due to the controlling interest held by the Pelawan
Trust in Anooraq, but to have no calculable financial effects.
10. Compensation Transactions
Anooraq proposes:
(a) to pay bonuses due by Anooraq to Tumelo Motsisi, Harold Motaung, Joel
Kesler and Iemrahn Hassen in connection with the completion of the
Transaction in Anooraq Shares of Anooraq instead of cash ("Completion
Bonuses"). Each of the aforementioned individuals played pivotal roles in
respect of the Transaction; and
(b) in addition to the replacement stock options issued on June 30, 2008, to
compensate Ronald Thiessen, Scott Cousens, Robert Dickinson, Joel Kesler
and Tumelo Motsisi for:
i) the exercise of a portion of their vested and outstanding stock options
in order to provide Anooraq with working capital, notwithstanding that
the exercise of such stock options was well before their expiry date of
December 2010; and
ii) their undertaking not to dispose of the Anooraq Shares acquired through
the exercise of the stock options until the market for Anooraq Shares
stabilised, which was expected to be on the Closing Date. It is
proposed that the said compensation be settled by the issuance of
Anooraq Shares.
(referred to as the "Option Compensation")
The Completion Bonuses, in aggregate, equals C$ 506,425.
Anooraq proposes to settle the Completion Bonuses through the issuance of
Anooraq Shares to each of the above persons at an issuance price equal to
the closing price of Anooraq Shares on the TSX-V on the business day
immediately prior to the date of this announcement, namely C$ 1.11.
On 30 June 2008, Anooraq agreed with certain directors and officers that
such directors and officers would:
i) exercise a portion of their vested and outstanding stock options in
order to provide Anooraq with working capital; and
ii) not dispose of the Anooraq Shares acquired through the exercise of the
stock options until the market for Anooraq Shares stabilised, which
was expected to be on the Closing Date.
Anooraq agreed with such directors and officers that they would be
compensated for the cost of the early exercise of the stock options and
restriction on trading by the payment of an amount equal to the aggregate
of interest at 13% per annum, from June 25, 2008 (being the date of
exercise of the stock options) to the Closing Date on:
i) the exercise price of the stock options; and
ii) the tax payable by such directors and officers in respect of the
exercise of the stock options.
The details of the early stock options which were exercised early and the
associated Option Compensation is as follows:-
Number of Stock Exercise Price Option Compensation if
Options Exercised the Transaction is
Completed on 30 June
2009
1,410,000 C$ 1.40 C$ 389,232
Anooraq proposes to settle the Option Compensation through the issuance of
Anooraq Shares to each of the above persons at an issuance price equal to
the closing price of Anooraq Shares on the TSX-V on the business day
immediately prior to the date of this announcement, namely C$ 1.11.
The issuance of Anooraq Shares in settlement of the Compensation Bonuses
and the Option Compensation is considered by the JSE to comprise specific
issues of shares for cash to related parties. The said issuance is
therefore subject to the approval of a 75% majority of the votes cast by
Anooraq shareholders, other than the related parties listed above and their
associates.
11. Pro forma financial effects of the Transaction
The pro forma financial effects of the Transaction, which are presented below in
compliance with the JSE Listings Requirements, are the responsibility of the
board of Anooraq and are presented for illustrative purposes only to provide
information on how the Transaction might have impacted on the reported financial
information of the Company if it had been implemented in the year ended 31
December 2008. Because of their nature, the pro forma financial effects may not
give a fair indication of the Company`s financial position at 31 December 2008
or its future earnings.
The assumptions set out below do not comprise forward-looking information and
should not be taken as projections or forecasts, and are merely disclosed as
required by the JSE.
These pro forma financial effects have been prepared in accordance with Canadian
Generally Accepted Accounting Practice.
Audited After the After the Overall
financial implementation implementation % change
results of of the of the
Anooraq (1) Transaction, Transaction and
and the the associated
associated financing
financing arrangements and
arrangements the Compensation
(2) Transactions (3)
Loss per 7.26 17.19 17.59 142.3
Anooraq Share
for the 12
months ended
31 December
2008 (Canadian
cents)(4)
Diluted loss 7.26 17.19 17.59 142.3
per Anooraq
Share for the
12 months
ended 31
December 2008
(Canadian
cents) (5)
Headline loss 7.49 17.39 17.78 137.4
per Anooraq
Share for the
12 months
ended 31
December 2008
(Canadian
cents)(4)
Diluted 7.49 17.39 17.78 137.4
headline loss
per Anooraq
Share for the
12 months
ended 31
December 2008
(cents) (5)
Net asset (0.71) 6.05 6.05 949.5
value per
Anooraq Share
at 31 December
2008 (Canadian
cents) (6)
Net tangible (5.53) (1.81) (1.81) (67.4)
asset value
per Anooraq
Share at 31
December 2008
(Canadian
cents) (6)
Weighted 185,775,361 227,934,081 228,179,387 22.83
average number
of Anooraq
Shares in
issue for the
period
Number of 186,640,007 228,798,727 229,044,033 22.7
Anooraq Shares
in issue at
the end of the
period (6)
Notes:
1. The figures in this column are extracted from the audited financial results
of the Company for the 12 months ended December 31, 2008 as released on
SENS on April 1, 2009.
2. The figures in this column reflect the implementation of the Transaction
and its associated financing arrangements and are based on:
a. the audited financial results of the Company for the 12 months ended
December 31, 2008 as set out in the first column; and
b. the audited consolidated financial results of Lebowa Holdco, the
entity which acquired the shares in and the business and operations of
Lebowa with effect from 1 January 2008, for the 12 months ended
December 31, 2008.
3. The figures in this column reflect the implementation of the Transaction
and the Compensation Transactions and are based on the figures set out in
the previous column as adjusted for the effects of the implementation of
the Compensation Transactions.
4. For purposes of the loss and headline loss per Anooraq Share, an average
$/ZAR exchange rate for the twelve months ended 31 December 2008 of 0.1289
was used and it was assumed that:
a. the Transaction had been in effect for the 12 months ended December
31, 2008;
b. the purchase consideration in relation to the Transaction of ZAR 2.6
billion as well as Transaction costs of ZAR 109.2 million (which were
capitalized to Property, plant and equipment was funded by way of:
- ZAR 500 million in terms of the Standard Chartered Debt Facility;
- ZAR 115.8 million in terms of an equity subscription for
27,358,500 Anooraq Shares at a price of ZAR 2.89 per Anooraq
share by the Bokoni Platinum Mine ESOP Trust and an equity
subscription for 12,592,500 Anooraq Shares at a price of ZAR 2.89
per Anooraq share by the Anooraq Community Participation Trust;
- vendor financing from Anglo Platinum comprising a cash and share
component, as follows:
- the cash component: ZAR 1.219 billion through the issue of
the "A" Prefs to RPM in terms of the "A" Preference Share
Facility which `A" Prefs are to be redeemed in cash; and
- the share component: ZAR 1.1 billion through the issue of
the "B" Prefs to The Pelawan Finance SPV.
c. no repayments of the Standard Chartered Debt Facility were made during
the period and neither of the vendor financing components were fully
or partially settled during the period;
d. the loan and interest to Anooraq from Anglo Platinum of ZAR 112.1
million was settled with effect from 1 January 2008;
e. 2,453,026 Anooraq shares were issued in respect of the Compensation
Transactions with effect from 1 January 2008.
5. For purposes of the diluted loss and headline loss per Anooraq share, the
issue of 115.8 million Anooraq shares to RPM and 111.6 million Anooraq
shares to Pelawan in terms of the vendor financing arrangements were not
taken into account.
6. For purposes of net asset value and net tangible asset value per Anooraq
share, it was assumed that the Transaction and the Compensation
Transactions were implemented on December 31, 2008. The C$/ZAR exchange
rate at December 31, 2008 of 0.1311 was applied. It was assumed that the
funding was undertaken on the same basis as set out in note 4 above.
12. Shareholder approval and documentation
The Transaction, the share settled aspects of the funding arrangements, the
Amendments and the Compensation Transactions are all subject to shareholder
approval. An Information Circular setting out, inter alia, full details
relating to these matters will be posted to shareholders on 15 May 2009.
Anooraq`s President and CEO, Philip Kotze, commented:-
"Finalisation of revised transaction terms with Anglo Platinum represents a
significant milestone for both parties. The revised transaction terms comprise
an equitable result within the context of current market conditions and ensure
sustainable financing terms for Anooraq. This transaction creates a platform for
Anooraq to transform into a significant PGM producer and holds considerable
growth potential for all Anooraq stakeholders."
ON BEHALF OF THE BOARD OF DIRECTORS
Philip Kotze
President and CEO
Sandton
14 May 2009
Corporate Advisers to Anooraq
QuestCo
North CFAS
Transaction Adviser to Anooraq
Standard Bank
Canadian Counsel to Anooraq
McCarthy Tetrault
South African Counsel to Anooraq
Cliffe Dekker
Sponsor
QuestCo Sponsors
Senior Debt Facility provider
Standard Chartered Bank
Independent expert
PricewaterhouseCoopers Corporate Finance (Pty) Limited
Financial adviser to Anglo American
Rothschild South Africa
Transaction Advisor to Anglo Platinum
Rand Merchant Bank (A division of FirstRand Bank Limited)
Legal Counsel to Standard Chartered Bank in respect of Senior Debt Facility
Deneys Reitz attorneys
Legal Counsel to Anglo Platinum
Taback & Associates (Pty) Limited
Webber Wentzel Bowens
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.
* Information for Anooraq Investors
See May 2009 Technical Report, filed on www.sedar.com. The Mineral Resource and
Reserve estimates were compiled by Anglo Platinum. The following independent
qualified persons, G. Guler, Pr. Eng, FSAIMM,MAusIMM, S. de Waal, Pr.Sci.Nat,
and J. Schweitzer, Pr.Sci.Nat, FSAIMM, associates of Deloitte Mining Advisory
Services accepted the estimates with certain qualifications that are detailed in
the abovementioned Technical Report.
The qualified person for the Ga-Phasha mineral resource estimate is Anglo
Platinum`s in-house qualified person for the project, Gordon Chunnett,
Pr.Sci.Nat. In his opinion, the definitions and standards of the SAMREC Code are
substantively similar to the definitions and standards of the Canadian Institute
of Mining, Metallurgy and Petroleum (the "CIM Standards") which are recognized
by the Canadian regulatory authorities and NI 43-10 and a reconciliation of the
resources between the SAMREC Code and the CIM Standards does not provide a
materially different result. There have been no changes in the Ga-Phasha mineral
resources from the October 2007 estimates.
The independent qualified person for the Boikgantsho mineral resource estimate
is G.J. van der Heever, Pr.Sci.Nat. The estimate was conducted in 2004 and no
further changes to the estimates have been undertaken.
4E is platinum + palladium + rhodium + gold
3E is platinum + palladium + gold
The TSX Venture Exchange does not accept responsibility for the adequacy or
accuracy of this release.
The NYSE Amex has neither approved nor disapproved the contents of this press
release.
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 potential acquisitions, future production,
reserve potential, exploration drilling, exploitation activities and events or
developments that Anooraq expects are forward looking statements. Anooraq
believes that such forward looking statements are based on reasonable
assumptions, including assumptions that: the Transaction will complete; Lebowa
will continue to achieve production levels similar to previous years; Anooraq
will be able to complete its financing strategy on relatively favourable terms;
and the Ga-Phasha and Platreef Project exploration results will continue to be
positive. Forward looking statements however, are not guarantees of future
performance and actual results or developments may differ materially from those
in 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 further information on Anooraq, investors should review the
Company`s annual information form filed on www.sedar.com or its form 20-F with
the United States Securities and Exchange Commission and its other home
jurisdiction filings that are available at www.sedar.com.
Information Concerning Estimates of Measured, Indicated and Inferred Resources
This news release also uses the terms "measured resources", "indicated
resources" and ""inferred resources". Anglo Platinum, Anglo American, Pelawan
and Anooraq advise investors that although these terms are recognized and
required by Canadian regulations (under National Instrument 43-101 Standards of
Disclosure for Mineral Projects), the U.S. Securities and Exchange Commission
does not recognize them. Investors are cautioned not to assume that any part or
all of the mineral deposits in these categories will ever be converted into
reserves. In addition, "inferred resources" have a greater amount of
uncertainty as to their existence, and economic and legal feasibility. It cannot
be assumed that all or any part of an Inferred Mineral Resource will ever be
upgraded to a higher category. Under Canadian rules, estimates of Inferred
Mineral Resources may not form the basis of feasibility or pre-feasibility
studies, or economic studies except for a Preliminary Assessment as defined
under National Instrument 43-101. Investors are cautioned not to assume that
part or all of an inferred resource exists, or is economically or legally
mineable.
Date: 14/05/2009 15:01:01 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.
