| Thu 10 Jun 2004, 12:14 | | PRESS ANNOUNCEMENT |
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RANDGOLD & EXPLORATION COMPANY LTD - PRESS ANNOUNCEMENT
RANDGOLD & EXPLORATION COMPANY LIMITED
(`Randgold & Exploration` or `the Group`)
(Registration number 1992/005642/06)
JSE Share code: RNG
ISIN number: ZAE000008819
Nasdaq trading symbol: RANGY
EMPOWERMENT CONSORTIUM ACQUIRES ANGLO`S INTEREST IN WESTERN AREAS
Western Areas Limited (WAL) has met its interim Mining Charter empowerment
obligations following the acquisition by Mafika Mkwanazi`s Inkwenkwezi Gold
Mining Consortium (Inkwenkwezi) of 13% of WAL from Anglo American plc`s wholly-
owned subsidiary, Anglo South Africa Capital (Proprietary) Limited (`Anglo`).
Inkwenkwezi will acquire 13,7 million WAL shares directly from Anglo, while
Anglo`s residual 5,3 million WAL shares have been sold to Randgold & Exploration
Company Limited (Randgold).
Randgold has given the empowerment consortium a 12-month call option on the
shares at cost plus interest, and has also pledged these shares as security
against the Inkwenkwezi`s obligation to Anglo.
The two acquisition transactions were at a price of R37.50 a share, or a total
of R712,8 million, subject to certain adjustments.
`Given the long term potential of Western Areas, there was some considerable
competition for Anglo`s interest. We were fortunate to have acquired at a fair
value the world`s largest remaining gold resource with an estimated 57,3 million
ounces of gold in the proved and probable mineral reserves category, ` said
Mkwanazi, who chairs the WAL board.
After the R400 million WAL rights issue to be concluded later this month, the
Inkwenkwezi will have a direct 11,6% interest in WAL.
The existing empowerment shareholding in JCI and Randgold, together with the new
empowerment shareholding in WAL, will take WAL beyond the Mining Charter`s five
year target of 15%.
Mkwanazi explained that OrlyFunt Holdings, with a 44% interest, is the largest
shareholder in the Empowerment Consortium. In addition to Mkwanazi, former
Transnet CEO and current non-executive director at Matodzi Resources, the
directors of OrlyFunt include prominent businessman Thuthukile Skweyiya, the
former Ambassador to the Republic of France and presently deputy Director-
General in the Department of Foreign Affairs responsible for Europe; Sello
Rasethaba, Matodzi Resources CEO; Andrew Mlangeni, African National Congress
veteran and former Robben Island prisoner; and Lunga Ncwana,.Member of
Parliament and Cape- based businessman.
Other major consortium members are:
- Lembede Investment Holdings, a youth investment company chaired by Songezo
Mjongile;
- Itsuseng Investment Holdings, a youth investment company chaired by Lunga
Ncwana;
- Rikamva Investment Holdings, representing various professional and former
liberation movement combatants, chaired by S J Pandor;
- Newline Investments, a broad based Western Cape investment company chaired
by Chris Nissen;
- Dyambu Holdings, a professional women`s investment company chaired by Hilda
Ndude;
- Khomelela Investments, a women`s` investment company chaired by Advocate
Brenda Madumise;
- Evening Star Trading a Tshwane based company representing various
professionals; and
- A Western Areas employee company .
Mkwanazi said the Inkwenkwezi Gold Mining Consortium would raise funds on the
open market to pay Anglo.
`Several financial institutions want to help us raise the necessary funding
based on the loan by JCI and Randgold of shares out of their current WAL
shareholding. Given our initial discussions with the institutions and the
underlying value of WAL`s 50% interest in South Deep, I am very confident that
Inkwenkwezi will raise the necessary funds at an affordable cost. This will see
Anglo paid in full for its 13,7 million shares by the beginning of November.`
Brett Kebble, who is chief executive of both WAL and JCI, said he was delighted
that Mkwanazi had managed to put together an empowerment consortium that was
representative of all sectors of the previously disadvantaged community.
`Their list of shareholders reads like a who`s who in emerging business and I
have no doubt that our new partners are going to add enormous value to our
company.`
Kebble said that while Anglo had been a valued shareholder, it had become
increasingly clear that the company was focussing its gold exposure on its core
holding in AngloGold.
`I am particularly proud that JCI, with the support of Randgold and Anglo, has
been able to facilitate the transition of WAL into a truly South African mining
company.`
He said that the empowerment acquisition would facilitate the conversion of
WAL`s old order mining rights to new order rights. Compliance with the Minerals
and Petroleum Resources Development Act also enabled WAL, JCI and Randgold to
apply for the conversion of other mineral rights contiguous with South Deep to
be converted to new form prospecting rights.
Referring to the WAL rights offer (12,5 new shares for every 100 in issue at
R30,50 per new share to raise R401,7 million), Kebble confirmed that JCI had
agreed to advance WAL a bridging loan of up to R400 million and to underwrite
any shares not taken up by current shareholders.
JCI (35,6%), Allan Gray (24,5%) and Randgold (3,8%) had given irrevocable
undertakings to follow their rights. Given that Anglo (18%), Goldfields (4%)
and Inkwenkwezi (13%) would not be following their rights. JCI had the potential
to increase its overall shareholding in WAL to 40%. Randgold and Allan Gray`s
shareholdings in WAL would remain at 3,8% and 24.5% respectively, while
Goldfields and Inkwenkwezi would drop to 3,5% and 11,6% respectively.
Inkwenkwezi would be representatived on the WAL board by Mkwanazi. Anglo
nominees, William Nairn and Vincent Uren, have resigned from the board.
According to Western Areas, the Securities Regulation Panel has confirmed that
no mandatory offer to WAL shareholders is required as a consequence of the
acquisitions.
About Western Areas
Western Areas is a listed South African company focused on investment in the
South African gold mining industry. The company`s sole asset is its 50% interest
in the South Deep Joint Venture, which is a joint venture between Western Areas
and Placer Dome SA (Pty) Ltd. South Deep encompasses one of the world`s largest
gold mineral reserves with an estimated 57,3 million ounces of gold in the
proved and Probable Mineral Reserve categories.
With the final equipping of the Main Shaft in November 2004, the mine should
deliver the returns expected from a world-class ore body equipped with new
infrastructure. Provided the new shaft operates at a hoisting capacity of 220
000 reef tonnes a month, and assuming an annual average production of 700 000
ounces after 2007, the Phase 1 Mineral Reserves are good for at least 25 years.
Media statement issued on behalf of:
Western Areas Limited by:
Brian Gibson
(083 253 5988)
and on behalf of:
OrlyFunt by:
Savita Mbuli
of Zazise Communications,
(011 482 1244)
9 June 2004
Date: 10/06/2004 07:16:29 AM
Produced by the JSE SENS Department
