| Fri 19 Jun 2009, 8:59 | | ZCI - Zambia Copper Investments - Term Loan Agreement between ZCI and African |
|
ZCI
ZAKK
ZCI - Zambia Copper Investments - Term Loan Agreement between ZCI and African
Copper Plc ("ACU") and Renewal of Cautionary Announcement
Zambia Copper Investments Limited
(Registered in Bermuda)
(South African registration number 1970/000023/10)
JSE share code: ZCI & ISIN: BMG988431240
Euronext share code: BMG988431240
("ZCI" or "the Company")
Term Loan Agreement between ZCI and African Copper Plc ("ACU") and Renewal of
Cautinary Announcement
Further to the terms announcements dated 16 April 2009 and subsequent
announcements, ZCI is pleased to announce that, on 18 June 2009, ZCI and ACI
entered into a new term loan facility agreement ("Term Loan Facility") to
refinance the existing bridge loan facilities ("Bridge Loans") made to ACU`s
wholly owned subsidiary Messina Copper (Botswana) (Proprietary) Limited
("Messina") and which were guaranteed by the ACU Group. The Term Loan Facility
will put ACU`s borrowings from ZCI onto a more permanent footing. The principal
terms of the Term Loan Facility are as follows:
The Term Loan Facility is for an aggregate amount up to US$31,129,100 which may
only be used by Messina to repay the Bridge Loans.
Tranche A of the Term Loan Facility in an amount of US$8,379,100 is convertible
into ordinary shares of 0.01GBP each in ACU at a conversion price of 0.01GBP per
share ("Tranche A"). The maximum aggregate number of new ordinary shares which
may be issued pursuant to the conversion rights attaching to Tranche A is
556,307,263 new ordinary shares (subject to usual adjustments), which would,
were Tranche A to be converted in full, increase ZCI`s interest in the enlarged
issued share capital of the Company from 82.16 per cent. to 89.36 per cent.
Tranche B of the Term Loan Facility is for an amount up to US$22,750,000 and is
not convertible ("Tranche B").
Tranche A will bear interest at 12 per cent. per annum and Tranche B will bear
interest at 14 per cent. per annum.
Both Tranche A and Tranche B are repayable four years following the date upon
which the Term Loan Facility becomes effective unless Messina is in default
under the agreement in which event the Term Loan Facility will become
immediately due and repayable.
The Term Loan Facility will not become effective until, inter alia, the
shareholders of ZCI have approved the Term Loan Agreement and the security over
Messina`s assets, including the Mowana Mine, has become effective.
The Term Loan Facility contains typical covenants, warranties and events of
default for an agreement of this nature.
The Term Loan Facility has been guaranteed by ACU and all other ACU group
companies.
In view of ZCI`s shareholding in ACU, ZCI is considered to be a substantial
shareholder under the AIM Rules and as a result is considered to be a "related
party" for the purposes of the AIM Rules. The Independent Directors of ACU
consider, having consulted with ACU`s nominated adviser, Numis Securities
Limited, that the terms of the Term Loan Facility are fair and reasonable
insofar as shareholders of ACU are concerned.
Circular and renewal of cautionary
The circular to shareholders setting out the full details of the ZCI offer of
finance to ACU as well as the acquisition of debt from ACU creditors and
incorporating the notice of general meeting and form of proxy, will be
distributed to shareholders in due course. Until such time as the financial
effects of the proposed transactions are announced, shareholders are advised to
continue exercising caution when dealing in the Company`s shares.
Bermuda
19 June 2009
Sponsor: Bridge Capital Advisors (Pty) Limited
Date: 19/06/2009 08:59:53 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.
