| Wed 26 Jan 2011, 14:42 | | PLL - Platfields - Acquisition of claim in respect of Prospecting Rights over |
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PLL
PLL
PLL - Platfields - Acquisition of claim in respect of Prospecting Rights over
Leeuwkop Project
Platfields Limited
Founded and registered on 13 March 2002
(registration number 2002/005851/06)
Share code: PLL ISIN: ZAE000151825
("Platfields" or "the company")
ACQUISITION OF CLAIM IN RESPECT OF PROSPECTING RIGHTS OVER LEEUWKOP PROJECT
Shareholders are referred to the company`s prelisting statement issued on 7
December 2010 and the information set out therein regarding the potential claim
of a third party to 50% of the prospecting rights ("the claim") over the farm
Leeuwkop in the Limpopo Province ("Leeuwkop").
The company has now entered into an agreement with Majestic Silver Trading 222
(Proprietary) Limited (Registration No. 2005/038613/07) to acquire the claim
("the transaction") with effect from 18 January 2011 ("the effective date") for
a cash consideration of up to R40 million payable as follows:
- an amount of R2 million payable on the effective date;
- the balance payable on capital raising by the company over the next 24
months in accordance with the following:
- if an amount of R100 million is raised, full settlement of the
balance;
- if any amount of up to R50 million is raised, settlement of 40% of the
balance; and
- if an amount of up to R25 million is raised, 25% of such amount
raised.
The agreement contains appropriate warranties in respect of the claim.
The board of Platfields considered it in the company`s best interest to enter
into this agreement to remove any doubt or uncertainties over Platfield`s
ownership of 100% of the new order prospecting rights over Leeuwkop, which in
turn will allow the company to attribute to itself 100% of the resources
relating to this prospecting right. The Leeuwkop project, has a UG2 inferred
resource down to 700m containing 3,885,000 tonnes of 4E PGM at some 4.27 g/t,
112 SW (cm) and 3.46 SG (t/m3). In this project with initial open pit potential,
Platfields is targeting a total of 3.905 Moz of 4E`s at a grade of 4.63 g/t.
The pro forma financial effects of the acquisition on Platfield`s earning per
share, headline earnings per share, net asset value per share and net tangible
asset value per share for the six month period ended 31 August 2010 are set out
below.
The pro forma financial information has been prepared for illustrative purposes
only, to provide information on how the transaction may have impacted on the
historical results and financial position of Platfields.
Because of its nature, the pro forma financial information may not give a fair
reflection of Platfields` financial position after the transaction, or the
effect of the transaction on Platfields` future earnings.
The calculation of the pro forma financial information is the responsibility of
the directors of Platfields.
Before After the
(cents) transaction %
(cents) change
Loss and headline loss per share (14.11) (11.58) (17.9)
Net asset value per share 7.60 11.86 56.1
Tangible net asset value per share 4.58 3.46 (24.5)
Notes and assumptions:
- The figures set out in the "Before" column above have been extracted from
the unaudited interim results for the six months ended 30 August 2010,
available on the company`s website at www.platfields.co.za.
- The figures set out in the "After the transaction" column above have been
calculated applying the adjustments and assumptions which follow;
- The transaction is assumed to have been implemented on 1 March 2010 for
earnings and headline earnings per share purposes and on 30 August 2010 for
net asset and tangible net asset value per share purposes.
- The purchase consideration of R40 million is discharged as to R2 million
thereof in cash settled out of existing cash resources and the balance,
being R38 million, is discharged by the issue of shares for cash pursuant
to capital raising.
- The entire purchase consideration is assumed to be settled on 1 March 2010
for earnings and headline earnings per share purposes and on 30 August 2010
for net asset and tangible net asset value per share purposes.
- Income has been reduced by the interest of approximately 8% per annum that
would have been earned on the cash payment amount.
- The shares issued for cash are assumed to have been issued at 32 cents per
share, being the 28 day VWAP to 24 January 2011, resulting in 121 591 854
ordinary Platfields shares being issued.
- The weighted average number of shares in issue before the transaction is
553 million and there will be a weighted average number of shares of 675
million in issue after the transaction.
26 January 2011
Sponsor
Java Capital (Proprietary) Limited
Independent competent person
Minxcon
Date: 26/01/2011 14:42:01 Produced by the JSE SENS Department.
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