| Fri 31 Jul 2009, 13:00 | | JBL - Jubilee - Preference Share Subscription And Sale Agreement With K-Plats |
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JBL
JUJLP
JBL - Jubilee - Preference Share Subscription And Sale Agreement With K-Plats
(Proprietary) Limited ("K-Plats") And Maude Mining And Exploration
(Proprietary) Limited ("Maude Mining")
JUBILEE PLATINUM PLC
AIM: JLP
JSE: JBL
Registration number 4459850
ISIN GB0031852169
("Jubilee" or "the company")
PREFERENCE SHARE SUBSCRIPTION AND SALE AGREEMENT WITH K-PLATS (PROPRIETARY)
LIMITED ("K-PLATS") AND MAUDE MINING AND EXPLORATION (PROPRIETARY) LIMITED
("MAUDE MINING")
1. Details of the transaction
On 27 April 2009 Jubilee entered into a preference share subscription and
sale agreement with K-Plats, which holds a 26% interest in Maude Mining,
and Maude Mining, a 65% owned subsidiary of Jubilee, in terms of which K-
Plats shareholders will subscribe for A preference shares in K-Plats.
Jubilee will purchase from the K-Plats shareholders all their A
preference shares for a consideration of R5 million, which will be
settled by means of the issue to K-Plats shareholders of 3 896 205
Jubilee ordinary shares ("the subscription shares"), issued at R1.2833
(0.0997 UK pounds), being the volume weighted average trading price of
Jubilee shares for the 30 days prior to the date of the last signatory of
the agreement, being 27 April 2009 ("the transaction"). Having regard to
the terms of the A preference shares Jubilee will acquire a further 26%
economic interest in Maude Mining.
2. Maude Mining
Maude Mining conducts a joint venture with Benhaus Mining (Proprietary)
Limited, in which both companies contribute their Chrome and Platinum
Group Metals ("PGM") rights in their Elandsdift / Bokfontein licenses and
which venture targets the surface chrome ores as well as extracting the
PGM`s from the tailings, historic, current and future.
3. Effective date
The effective date of the transaction will be the 1st business day after
the approval of the listing of the subscription shares by the JSE.
4. Conditions precedent
There are no outstanding conditions precedent to the transaction.
5. Other significant terms of the transaction
In terms of the transaction, in the event that any or all of the property
that Maude Mining currently holds is either sold, or developed and put
into commercial production, the K-Plats shareholders shall receive,
subject to any further regulatory or other provisions that may be
applicable, pro rata to their shareholding in K-Plats prevailing at the
time, a one-off consideration of a further R3 million in Jubilee shares
at the volume weighted average trading price of Jubilee ordinary shares
on all markets in the 30 business days preceding the date on which either
of the aforementioned events occurs.
6. Financial effects
The transaction will not have a significant effect on the earnings,
headline earnings, net asset value and tangible net asset value of the
company.
7. Small related party transaction
As the shareholders of K-Plats are also shareholders and directors of a
subsidiary of Jubilee, the purchase of the A preference shares is a small
related party transaction in terms of the JSE Limited ("JSE") Listings
Requirements. Jubilee has obtained a written confirmation from Moore
Stephens (Jhb) Corporate Finance (Proprietary) Limited that the terms of
the transaction with K-Plats are fair as far as Jubilee shareholders are
concerned, which confirmation has been approved by the JSE and which will
lie for inspection at the registered office of Jubilee at 4th Floor, 2
Cromwell Place, London SW7 2JE, United Kingdom and 6 Pinewood Office
Park, 33 Riley Road, Woodmead, Sandton 2196, South Africa for a period of
28 days from the date of this announcement.
For further information please contact:
Colin Bird Suzanne Johnson-Walsh
Jubilee Platinum plc Bishopsgate Communications Ltd
Tel +44 (0) 20 7584 2155 Tel +44 (0) 20 7562 3350
Andrew Sarosi Brian Chistie/Leonard Eiser
Jubilee Platinum plc Sasfin Capital
A division of Sasfin Bank Limited
Tel +44 (0) 1752 221937 Tel +27 (0) 11 809 7500
Matthew Robinson/Rose Herbert
FinnCap
Tel +44 (0) 20 7600 1658
31 July 2009
Date: 31/07/2009 13:00:01 Produced by the JSE SENS Department.
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