| Tue 14 Jul 2009, 9:00 | | CZA - Coal of Africa Limited - Acquisition of 26% interest in Limpopo Coal |
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CZA
CZA
CZA - Coal of Africa Limited - Acquisition of 26% interest in Limpopo Coal
Coal of Africa Limited
(previously, "GVM Metals Limited")
(Incorporated and registered in Australia)
(Registration number ABN 008 905 388)
Share code on the JSE Limited: CZA
ISIN AU000000CZA6
Share code on the Australian Stock Exchange Limited: CZA
ISIN AU000000CZA6
(`CoAL` or `the Company`)
14 July 2009
ACQUISITION OF 26% INTEREST IN LIMPOPO COAL
Coal of Africa Limited, the AIM/ASX/JSE listed coal mining and development
company operating in South Africa (ticker: CZA), is very pleased to announce
it has executed two binding agreements to collectively secure the remaining
26% interest in Limpopo Coal Company (Proprietary) Ltd ("Limpopo Coal"), the
company that owns the Vele coking coal project, near Musina in the Limpopo
Province ("Vele Project") and in which CoAL already holds a 74% interest.
CoAL acquired 74% of the issued share capital in Limpopo Coal following
shareholder approval at a general meeting of the Company held on 28 June 2006.
It has now executed Sale of Shares and Claims Agreements with Tranter Holdings
(Pty) Ltd ("First Agreement") to secure 20% of the issued share capital of
Limpopo Coal ("20% Acquisition") and with Shangoni Bezwe Management Services
(Proprietary) Limited ("Second Agreement") to secure the remaining 6% of the
issued shares of Limpopo Coal ("6% Acquisition").
Completion of both transactions will take CoAL`s interest in the Vele Project
to 100%.
The consideration payable in respect of the 20% Acquisition is 5,625,750 fully
paid ordinary shares ("20% Shares") in the Company and the consideration
payable in respect of the 6% Acquisition is 1,990,000 fully paid ordinary
shares ("6% Shares") in the Company
CoAL confirms that the above transaction in no way affects the Company`s BEE
status at the corporate level, which it is hopeful of finalising by the end of
July.
First Agreement - 20% Acquisition
The consideration payable for the 20% Acquisition is payable upon the
fulfilment or waiver of the following suspensive conditions:
The Board of Directors of CoAL passing all resolutions required to approve the
Company entering into and implementing the First Agreement and the 20%
Acquisition by 30 June 2009;
The shareholders of CoAL passing all resolutions required to approve the issue
by CoAL of the 20% Shares in accordance with the First Agreement by 30
September 2009;
Tranter Holdings (Pty) Ltd passing a resolution in terms of section 228 of the
Companies Act (South Africa) approving the entering into and implementation of
the First Agreement by 30 June 2009;
The First Agreement and the 20% Acquisition being approved by the Exchange
Control Department of the South African Reserve Bank, either unconditionally
or subject to such conditions as may be reasonably acceptable to the parties,
by 31 October 2009; and
Limpopo Coal being granted a New Order Mining Right pursuant to s23 of the
Mineral and Petroleum Resources Development Act (South Africa) in respect of
the Farms comprising the Vele Coal Project by 31 December 2009.
As at the date of this announcement, suspensive conditions 1, 2 and 3 have
been satisfied.
Second Agreement - 6% Acquisition
The consideration payable in respect of the 6% Acquisition is 1,990,000 fully
paid ordinary shares ("6% Shares") in the Company, payable upon the fulfilment
or waiver of the following suspensive conditions:
The Board of Directors of CoAL passing all resolutions required to approve the
Company entering into and implementing the Second Agreement and the 6%
Acquisition by 30 June 2009;
The shareholders of CoAL passing all resolutions required to approve the issue
by CoAL of the 6% Shares in accordance with the Second Agreement by 30
September 2009;
Shangoni Bezwe Management Services (Proprietary ) Limited passing a resolution
in terms of section 228 of the Companies Act (South Africa) approving the
entering into and implementation of the Second Agreement by 31 July 2009; and
The Second Agreement and the 6% Acquisition being approved by the Exchange
Control Department of the South African Reserve Bank, either unconditionally
or subject to such conditions as may be reasonably acceptable to the parties,
by 31 October 2009.
As at the date of this announcement, suspensive conditions 1, 2 and 3 have
been satisfied.
AUTHORISED BY:
Simon Farrell
Managing Director
For more information contact:
Simon Farrell, Managing Director
CZA
+61 417 985 383 or +61 8 9322 6776
Peter Bacchus/ Alastair Cochran
Morgan Stanley
+44(0) 20 7425 8000
Simon Edwards/ Chris Sim
Evolution Securities
+44(0) 20 7071 4300
Jos Simson/ Leesa Peters
Conduit PR
+44(0) 20 7429 6603
About CoAL:
Coal of Africa Limited ("CoAL") is primarily focused on the acquisition,
exploration and development of thermal and metallurgical coal projects. The
Company`s key projects, along with its leading metals processing company NiMag
Group (Pty) Ltd are in South Africa. The Company was incorporated in Western
Australia and listed in 1980. Since 2005, the Company has also listed on both
the AIM and JSE markets, allowing further growth in the Company`s coal assets.
Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd
Date: 14/07/2009 09:00:01 Produced by the JSE SENS Department.
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