| Mon 29 Mar 2010, 14:00 | | PLN - Platmin Limited - Platmin Announces $100 million Convertible Debenture |
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PLN
PLN
PLN - Platmin Limited - Platmin Announces $100 million Convertible Debenture
financing with New Cornerstone Investor and Plans to Raise up to US$250 million
in New Equity
Platmin Limited
Incorporated in the accordance with the laws of Canada
Registration number: 610178-0
Share code on TSX: PPN
Share code on AIM: PPN
Share code on JSE: PLN
ISIN: CA72765Y1097
NOT FOR DISSEMINATION IN THE UNITED STATES OR OVER UNITED STATES NEWSWIRE
SERVICES
Platmin Announces $100 million Convertible Debenture financing with New
Cornerstone Investor and Plans to Raise up to US$250 million in New Equity
29 March, 2010. TORONTO: Platmin Limited ("Platmin" or "the Company"; TSX/AIM:
PPN; JSE: PLN) today announced that it has entered into an agreement with a
subsidiary of Temasek Holdings (Private) Limited ("Temasek") which will purchase
from the Company a US$100 million non-interest bearing secured Convertible
Debenture. Incorporated in 1974, Temasek is an Asian investment company
headquartered in Singapore. Supported by 12 affiliates and offices in Asia and
Latin America, Temasek owns a diversified S$172 billion (US$119 billion)
portfolio as of 31 July 2009, concentrated principally in Singapore, Asia and
the emerging economies.
The Convertible Debenture has a maturity date of December 31, 2010 and is
convertible at a price of US$1.215 per common share (being an effective price of
C$1.25). This represents a currency adjusted discount of 10% to the five day
VWAP on the TSX for the five trading days ended March 26, 2010. At closing,
expected to occur in mid-April, US$100 million will be deposited and held in a
cash collateralized account. In the event the Convertible Debenture is not
converted in full prior to the maturity date, the principal amount will be
returned to Temasek. The Convertible Debenture may only be converted in full and
upon conversion, a total of 82,304,526 shares will be issued to Temasek.
Prior to closing, Temasek and Platmin will enter into an Investor Rights
Agreement by which Platmin will agree to appoint a nominee to its board of
directors at its annual general meeting of shareholders to be held later this
year. If the Convertible Debenture is not converted in full, Temasek will lose
this board nominee right.
Commenting on the placement, Mr Nagi Hamiyeh, Managing Director of Investment at
Temasek, said "We believe that the Asian emerging markets will be the engine of
global economic and secular commodity demand growth, with demand being
increasingly met by supply from new promising mining regions such as Africa.
Through our investment in Platmin, we will gain direct exposure to the fast-
growing automotive sectors in China and India. We are pleased to participate in
the funding of Platmin as it grows into an important industry producer. "
Given its significant investment in the Company, Platmin`s largest shareholder
group, the Pallinghurst Investor Consortium ("Pallinghurst"), will be offered
the opportunity to subscribe for an additional US$ 30 million principal amount
of the Convertible Debenture on the same terms as Temasek. If converted in full,
a total of 24,691,358 shares will be issued to Pallinghurst. The proposed
issuance of the Convertible Debenture to Pallinghurst is a related party
transaction within the meaning of MI 61-101 in Canada but is exempted from the
minority approval requirements by application of section 5.7 of that rule. Each
independent director of Platmin has approved the placement of the Convertible
Debenture to Pallinghurst and there has been no contrary view or abstention by
any independent director. If Pallinghurst were to convert its Convertible
Debenture in full, the Pallinghurst group would have ownership, control or
direction over 181,660,104 common shares (representing approximately 38.7 % of
the then outstanding common shares). The related party transaction also
constitutes a related party transaction under the AIM Rules. The independent
directors of Platmin, having consulted with the Company`s nominated adviser,
Investec Bank Plc, consider that the related party transaction is fair and
reasonable so far as the shareholders of Platmin are concerned. In providing
advice to the independent directors, Investec Bank Plc has taken into account
the independent directors` commercial assessments.
The closing of the Convertible Debenture issuance is subject to all necessary
approvals, including those of the Toronto Stock Exchange ("TSX").
In addition to the Convertible Debenture, Platmin announces that it also intends
to retain agents for a potential global equity offering to raise up to an
additional US$250 million. It is Platmin`s expectation and intention that such
new shares can be issued within the effective pricing discount of the
Convertible Debenture and minimum, at the same effective price as the
convertible debenture.
Funds raised will be used by the Company for working capital, to complete the
build-up to full production at the Pilanesberg Platinum Mine (PPM), to pursue a
number of growth and acquisition opportunities, and to further develop the
company`s Eastern Limb projects.
This news release does not constitute an offer to sell, or the solicitation of
an offer to buy, the securities in any jurisdiction, including the United
States, or to, or for the account or benefit of, U.S. persons absent U.S.
registration or an applicable exemption there from, nor shall there be any sale
of the securities in any state in which such offer, solicitation or sale would
be unlawful prior to registration or qualification under the securities laws of
any such state. The securities being offered will not be, and have not been,
registered under the United States Securities Act of 1933, as amended, and may
not be offered or sold within the United States or to, or for the account or
benefit of, a U.S. person, absent U.S. registration or an applicable exemption
therefrom.
About Platmin
Platmin explores for and develops Platinum Group Metals (PGM) deposits in South
Africa. The Company`s principal current focus is the Pilanesberg Platinum Mine
(PPM), which is building up to full production. Other projects being explored
are Mphahlele, Grootboom and Loskop. Platmin`s goal is to become a significant
producer of PGMs.
For further information
Charmane Russell Nicola Taylor
Russell & Associates Russell & Associates
+27 11 880 3924 +27 11 880 3924
+27 82 372 5816 + 27 82 927 8957
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This market release contains "forward-looking information" which may include,
but is not limited to, statements with respect to the future financial and
operating performance of Platmin, its subsidiaries and its mineral properties,
the future price of platinum or other PGMs, the estimation of mineral resources
and reserves, the realization of mineral resource estimates, exploration
expenditures, costs and timing of the development of new deposits, costs and
timing of the development of new mines, timing of economic and scoping-level
studies, forecasts and projections of future production, capital costs and
operating costs, future timing of achieving a steady state of production, future
costs and timing of future exploration, requirements for additional capital,
government regulation of mining operations and exploration operations, timing
and receipt of approvals and licences under mineral legislation, environmental
risks, title disputes or claims and limitations of insurance coverage. Often,
but not always, forward-looking statements can be identified by the use of words
such as "plans", "expects", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates", or "believes" or variations (including
negative variations) of such words and phrases, or state that certain actions,
events or results "may", "could", "would", "might" or "will" be taken, occur or
be achieved.
Forward-looking statements in this market release include among others: the
Company`s plans with respect to the future development and operation of the
Pilanesberg Platinum Mine and the future advancement of the Mphahlele, Grootboom
and Loskop projects; projected annualized rates of production from the
Pilanesberg Platinum Mine; timing of the receipt of governmental approvals
and/or acceptances; targets, estimates and assumptions in respect of platinum
and other PGMs production and prices; amount and type of future capital
expenditures and capital resources; mineral reserves and mineral resources;
anticipated grades; recovery rates; future financial or operating performance;
costs and timing of the development of new deposits; costs, timing and location
of future drilling; earning of future interests in various permits; production
decisions; costs and timing of construction; operating expenditures; costs and
timing of future exploration; and environmental and reclamation expenses.
Forward-looking statements involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or achievements of
Platmin and/or its subsidiaries to be materially different from any future
results, performance or achievements expressed or implied by the forward-looking
statements. Such factors include, among others, general business, economic,
competitive, political and social uncertainties; the actual results of current
exploration activities; conclusions of economic evaluations and studies;
currency fluctuations; future prices of platinum and other metals; possible
variations of ore grade or recovery rates; failure of equipment to operate as
anticipated; accidents, political instability, insurrection or war; delays in
obtaining governmental approvals or financing; liquidity and financing risks
related to the global economic crisis, as well as those factors discussed in the
section entitled "Risk Factors" in the Company`s annual information form filed
at www.sedar.com. Such forward-looking statements are based on a number of
material factors and assumptions, including: that contracted parties provide
goods and/or services on the agreed timeframes; that no unusual geological
(including grade) or technical problems occur; that plant and equipment work as
anticipated, and that there is no material adverse change in the price of
platinum or other PGMs. Although Platmin has attempted to identify important
factors that could cause actual actions, events or results to differ materially
from those described in forward-looking statements, there may be other factors
that cause actions, events or results to differ from those anticipated,
estimated or intended. Forward-looking statements contained herein are made as
of the date of this announcement and Platmin disclaims any obligation to update
any forward-looking statements, whether as a result of new information, future
events or results or otherwise, except as required by applicable laws. There can
be no assurance that forward-looking statements will prove to be accurate, as
actual results and future events could differ materially from those anticipated
in such statements. Accordingly, readers should not place undue reliance on
forward-looking statements due to the inherent uncertainty therein.
Investment Bank and Sponsor:
Investec Bank Limited
29 March 2010
Date: 29/03/2010 14:00:02 Produced by the JSE SENS Department.
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