| Thu 7 Jan 2010, 14:00 | | SEP - Sephaku Holdings - Further cautionary announcement and disposal |
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SEP
SEP
SEP - Sephaku Holdings - Further cautionary announcement and disposal
of certain gold and nickel assets
Sephaku Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2005/003306/06)
Share code: SEP
ISIN: ZAE000138459
("Sephaku Holdings" or "the company")
Further cautionary announcement and disposal of certain gold and
nickel assets
1. Further cautionary announcement
Shareholders are referred to the cautionary announcement dated 20
November 2009 and are advised that the negotiations referred to in
that announcement are ongoing. Shareholders should accordingly
continue to exercise caution when dealing in their Sephaku Holdings
shares until a full announcement can be made.
2. Disposal of certain gold and nickel assets
2.1 Description of the transaction
Shareholders are also advised that Sephaku Holdings has signed an
agreement with Mr. Mong Seng Wu, Mandra Capital (a private company
incorporated in the Cayman Islands) and/or their nominees (jointly
referred to as "the Wu Group"), dated 20 December 2009, relating to,
inter alia, the sale of its 100% holding in Sephaku Gold Holdings
(Pty) Limited ("Sephaku Gold") which, in turn, holds a 26% interest in
Taung Gold Limited ("Taung") and its 26% interest in African Nickel
Holdings (Pty) Limited ("African Nickel") for a total cash
consideration of R80 million ("the sale"). The consideration is to be
settled in four equal tranches over the next 12 months with the first
installment being payable within 10 days of the effective date of the
sale.
The sale is subject to the fulfillment of, inter alia, the following
conditions precedent by 20 January 2010:
- the approval of the Taung board;
- the approvals of the African Nickel board and shareholders;
- the approval of the Wu Group;
- the satisfactory completion of a due diligence investigation
on Sephaku Gold by the Wu Group; and
- the satisfactory completion of a due diligence investigation
on the Wu Group by Sephaku Holdings.
The effective date of the sale is the date upon which all conditions
precedent are fulfilled, which date may not be later than 20 January
2010.
2.2 Description of assets and rationale for the sale
Taung has two flagship projects which are currently at an advanced
stage of exploration - the Jeanette Hilton project in the Free State
and the Evander project in Mpumalanga - as well as early stage assets
held in the South Rand project in Gauteng. African Nickel is
exploring on five projects in South Africa, of which Groblersdal,
Davel and Firsthope can broadly be classified as greenfield (projects
on which no previous exploration has been done) and Bon Accord and
Koster as brownfield (projects where limited previous exploration has
been done).
The implementation of the sale will make Sephaku Holdings a more
focused company able to dedicate its resources to its core projects in
Cement and Fluorspar and will also provide the company with working
capital.
2.3 Cautionary announcement and JSE documentation
As the pro forma financial effects of the sale are not yet available,
shareholders should therefore also exercise caution in this regard
when dealing in their Sephaku Holdings shares until a full
announcement can be made.
As this is a Category 2 transaction in terms of the JSE Limited
Listings Requirements, no other action is required by the company or
its shareholders.
Pretoria
7 January 2010
Sponsor
QuestCo Sponsors (Pty) Limited
Date: 07/01/2010 14:00:01 Produced by the JSE SENS Department.
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