| Wed 16 Nov 2011, 12:01 | | OPT - Optimum Coal Holdings Limited - Update regarding consortium`s expression |
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OPT
OPT
OPT - Optimum Coal Holdings Limited - Update regarding consortium`s expression
of interest to acquire the entire issued share capital of optimum and withdrawal
of cautionary announcement
Optimum Coal Holdings Limited
(Registration number: 2006/007799/06)
JSE share code: OPT
ISIN: ZAE000144663
("Optimum")
UPDATE REGARDING CONSORTIUM`S EXPRESSION OF INTEREST TO ACQUIRE THE ENTIRE
ISSUED SHARE CAPITAL OF OPTIMUM AND WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT
Shareholders are referred to the cautionary announcements published by Optimum
on 17 August 2011, 26 August 2011, 1 September 2011, 9 September 2011 and 13
October 2011, respectively, as well as the announcement published on 16 November
2011, by a consortium ("the Consortium") comprising of Piruto B.V, a whollyowned
subsidiary of Glencore International AG, and Lexshell 849 Investments
(Proprietary) Limited, a company whollyowned by Mr Cyril Ramaphosa.
Following the acquisition of additional shares in Optimum on the market, as well
as the conclusion of a conditional agreement with Mercuria Energy Asset
Management BV, the Consortium has informed the board of directors of Optimum
("the Board") that it no longer wishes to pursue a general offer at this time to
acquire, directly or indirectly, the entire issued ordinary share capital of
Optimum.
The Consortium, however, confirmed to the Board that it will, once it receives
approval from the Competition Authorities for the transactions already entered
into and in compliance with its obligations under the Companies Act, 71 of 2008
and the Takeover Regulations, make a mandatory offer ("the Mandatory Offer") to
the remaining shareholders of Optimum to acquire their shares in Optimum at a
price not less than R38 per Optimum share, notwithstanding the timing of the
Mandatory Offer.
The Consortium informed the Board that it believes that it will be preferable to
make the Mandatory Offer as opposed to the general offer, because the Mandatory
Offer will be unconditional and capable of immediate implementation once
accepted by Optimum shareholders.
The Board has been informed by the Consortium that it does not anticipate the
Mandatory Offer to be made before the end of the first quarter of 2012.
Following the release of this announcement, as well as the announcement of the
Consortium today, the cautionary announcement originally published by Optimum on
17 August 2011 and renewed on 1 September 2011 and 13 October 2011 is hereby
withdrawn and caution is no longer required to be exercised by Optimum
shareholders when dealing in Optimum shares.
Johannesburg
16 November 2011
Financial Adviser to Optimum
Standard Chartered
Legal Adviser to Optimum
Webber Wentzel
Sponsor to Optimum
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 16/11/2011 12:01:01 Produced by the JSE SENS Department.
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