| Thu 2 Jul 2009, 15:00 | | AMS/ARQ - Anglo Platinum/Anooraq - Lebowa acquisition becomes effective |
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AMS ARQ
ANANP ARQ
AMS/ARQ - Anglo Platinum/Anooraq - Lebowa acquisition becomes effective
Anglo Platinum Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1946/022452/06)
(ISIN: ZAE000013181)
(Share Code: AMS)
("Anglo Platinum")
Anooraq Resources Corporation
(Incorporated in British Columbia, Canada)
(Registration number: 10022-2033)
(ISIN: CA03633E1088)
(JSE share code: ARQ)
(TSXV share code: ARQ)
(AMEX share code: ANO)
("Anooraq")
Lebowa acquisition becomes effective
Anglo Platinum and Anooraq are pleased to announce that all of the conditions
precedent to the acquisition by Anooraq of an effective 51% interest in the
Lebowa Platinum Mine from Anglo Platinum have been fulfilled.
The transaction has accordingly been implemented in accordance with the terms
and conditions of the agreements entered into between, inter alia, Anooraq
and Anglo Platinum and became effective from 1 July 2009.
Philip Kotze, the President and Chief Executive Officer of Anooraq,
commented: "We are delighted that this transaction has been concluded. We
view it as the first step in the realisation of our primary strategic
objective to become a PGM producing company. As Anooraq now controls the
third largest PGM resource base in South Africa, with a combination of high
quality exploration, development and production mineral properties, the
company has a very solid base from which to grow its production. I would
like to thank all of the parties who have worked so hard to ensure that this
transaction was completed successfully."
Neville Nicolau, Chief Executive Officer of Anglo Platinum, commented: "We
are pleased to report the successful conclusion of the transaction with
Anooraq. The transaction facilitates Anooraq`s strategy of becoming a major
HDSA managed and controlled PGM producer and illustrates Anglo Platinum`s
commitment to broad-based BEE as a strategic transformation initiative."
Johannesburg
2 July 2009
For further information please contact:
Anglo Platinum
Anna Poulter
Head of Investor Relations
+27(0)11 373 6683
www.angloplatinum.com
Anooraq
Philip Kotze or Joel Kesler
+27 (0) 11 883 0831 (South Africa)
Investor Services
+1 (0) 800 667 2114 (North America)
www.anooraqresources.com
Corporate advisers:
Anooraq: QuestCo; North CFAS
Anglo Platinum: Rothschild
Transaction advisers:
Anooraq: The Standard Bank of South Africa Limited
Anglo Platinum: Rand Merchant Bank (a division of FirstRand Bank Limited)
Sponsors:
Anooraq: QuestCo Sponsors
Anglo Platinum: Merrill Lynch
Additional disclosures required in terms of Canadian requirements
Share Settled Financing
As previously announced on 14 May 2009, in connection with the share settled
portion of the vendor financing provided by Anglo Platinum in respect of the
transaction, Pelawan Investments (Proprietary) Limited ("Pelawan"), through
its wholly-owned subsidiary Central Plaza Investments 78 (Proprietary)
Limited ("Pelawan SPV"), and Rustenburg Platinum Mines Limited ("RPM"), a
wholly-owned subsidiary of Anglo Platinum, have subscribed for a convertible
instrument that ultimately, upon such conversion, provides Pelawan SPV and
RPM with the ability to acquire, subject to certain conditions, 111,600,000
common shares of Anooraq (the "Pelawan Shares") and 115,800,000 common shares
of Anooraq (the "RPM Shares"), respectively.
The Pelawan Shares, when issued, will represent approximately 25.1% of the
outstanding capital of Anooraq (including the RPM Shares on a fully diluted
basis). Following the subscription for the convertible instrument which
provides Pelawan SPV with the ability to acquire the Pelawan Shares, Pelawan
is deemed to beneficially own 229,188,040 common shares of Anooraq which
represents approximately 51.5% of the capital of Anooraq (including the RPM
Shares on a fully diluted basis).
The RPM Shares, when issued, will represent approximately 26.0% of the
outstanding capital of Anooraq (including the Pelawan Shares on a fully
diluted basis). Following the subscription for the convertible instrument
which provides RPM with the ability to acquire the RPM Shares, RPM is deemed
to beneficially own 115,800,000 common shares of Anooraq which represents
approximately 26.0% of the capital of Anooraq (including the Pelawan Shares
on a fully diluted basis).
An Early Warning Report in respect of the acquisition of the right to acquire
each of the Pelawan Shares and the RPM shares will be filed with the relevant
Securities Commissions in Canada. Copies of such reports may be obtained
from SEDAR (www.sedar.com) or by contacting investor services in South Africa
at +27 11 883 0831 or in North America at 1 800 667 2114.
Closing of Private Placement
In connection with the transaction, Anooraq announces the closing of the
private placement previously announced on May 14, 2009 whereby the Bokoni
Platinum Mine ESOP Trust and the Anooraq Community Trust subscribed for an
aggregate of 14,296,567 common shares of Anooraq (the "Private Placement
Shares"). The Private Placement Shares are subject to statutory hold periods
which will expire on November 1, 2009.
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: Lebowa will continue to achieve
production levels similar to previous years 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 uses the terms "measured resources", "indicated resources"
and ""inferred resources". Anglo Platinum 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.
Overview of the transaction assets (further details provided in the SENS
releases dated 14 May 2009)
The Lebowa Platinum Mine is located on the North-Eastern Limb of the Bushveld
Complex in South Africa, had annual refined production of 147,600 4E (Pt, Pd,
Rh and Au) 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 in Merensky and UG2
reefs of 68.38 million tonnes, 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 containing some 47.77 million 4E oz at an average 4E grade of
6.36 g/t plus significant inferred resources.
Anooraq also acquired an additional 1% of the Ga-Phasha, Boikgantsho and
Kwanda Projects. Lebowa, Ga-Phasha, Boikgantsho and Kwanda are now 51% owned
by Anooraq and 49% by Anglo Platinum.
The Ga-Phasha Project 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. The Boikgantsho Project, situated on the Northern Limb of the
Bushveld Complex, is at an exploration stage. Boikgantsho has indicated
resources in the Platreef horizon of 176.6 million tonnes, containing some
7.7 million 3E (Pt, Pd and Au) oz at an average 3E grade of 1.35 g/t plus
significant inferred resources. The Kwanda Project is also situated on the
Northern Limb of the Bushveld Complex. It is at a very early stage of
development and does not yet have mineral reserves or resources.
Date: 02/07/2009 15:00:03 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.
