| Tue 11 Oct 2005, 14:18 | | Aflease - Financial effects |
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Aflease - Financial effects
Aflease Gold and Uranium Resources Limited
(Formerly The Afrikander Lease Limited)
(Incorporated in the Republic of South Africa)
AFL (JSE) AFLUY (NASDAQ)
(Registration number 1921/006955/06)
ISIN: ZAE000061461 & Share Code: AFL
("Aflease" or "the Company")
11 October 2005
Aflease and Southern Cross fix dates for shareholders" meetings
Southern Cross Resources Inc. (Southern Cross) is on track to complete its
takeover of Aflease Gold and Uranium Resources (Aflease) by the end of this
year. The combined company will merge Aflease"s South African gold and uranium
assets with the Australian and Canadian uranium assets of Southern Cross.
Aflease today announced that a circular will be posted to its shareholders on or
around the 28th October 2005, containing the final details of the scheme of
arrangement. Aflease shareholders will meet to approve the scheme on 24th
November 2005, with Southern Cross shareholders having voted the previous day.
"If all goes to plan, the last day to trade in Aflease shares will be the 19th
December 2005, when Southern Cross will launch its secondary listing on the
JSE," said Aflease CEO Neal Froneman.
Mr. Froneman explained that there will be continuity for Aflease shareholders,
who will receive Southern Cross shares in consideration for their Aflease
shares.
The acquisition agreement signed between Southern Cross and Aflease incorporates
a proposed 5:1 share consolidation of the common shares of Southern Cross, in
terms of which Aflease shareholders will receive 0.18 of a common share of
Southern Cross for each Aflease ordinary share (equivalent to a pre-
consolidation ratio of 0.90).
Aflease announced on 27th September that the South African Reserve Bank had
approved the secondary listing of Southern Cross shares on the JSE and the
acquisition of Aflease by Southern Cross.
"We announced on 15th September 2005 that the Boards of Aflease and Southern
Cross had signed a definitive acquisition agreement, and now we are in a
position to update shareholders on the timetable for the transaction," said Mr.
Froneman.
"The transaction will give the enlarged entity improved access to the North
American capital markets, through the Toronto Stock Exchange (TSX), and this
will assist in developing both our mining and exploration projects.
"We plan to be an important player in the global uranium market from 2007, when
we anticipate we will begin producing uranium at our Dominion Reefs mine near
Klerksdorp.
"Meanwhile, we are also moving ahead with the proposed merger with Sub Nigel of
Aflease"s subsidiary New Kleinfontein Mining Company, the main asset of which is
the Modder East resource."
Aflease has also published unaudited information on the pro-forma financial
effects of the transaction with Southern Cross, which is contained in an
announcement on the JSE"s Stock Exchange News Service (SENS).
Aflease has today also advised its shareholders that they no longer need to
exercise caution when dealing in the company"s ordinary shares, and has
withdrawn the cautionary announcement under which its shares have been trading.
Disclaimer
Statements made in this announcement with respect to Aflease"s current plans,
estimates, strategies and beliefs and other statements that are not historical
facts are forward-looking statements about the future performances of Aflease.
These statements are based on management"s assumptions and beliefs in light of
the information currently available to it. Aflease cautions you that a number of
risk and assumptions could cause actual results to differ materially from those
discussed in the forward-looking statements, and therefore you should not place
undue reliance on them. The potential risk and assumptions include, amongst
others, risks associated with fluctuations in the rand-dollar exchange rate,
dollar market price of gold, gold production at operations, estimates of
reserves and resources. Aflease assumes no obligation to update information of
this release.
The ordinary shares of Aflease have not been and will not be registered under
the U.S. Securities Act of 1933, as amended. This press release does not
constitute an offer of securities for sale in the United States. Securities may
not be offered or sold in the United States absent registration or an exemption
from registration. Any public offering of securities to be made in the United
States will only be made by means of a prospectus that may be obtained from
Aflease and that will contain detailed information about the company and
management, as well as financial statements
Contact:
Neal Froneman, Chief Executive Officer
Aflease Gold and Uranium Resources
Mobile: +27 (0) 83 628 0226
Office: +27 (0) 11 482 3605
Carol Smith + 27 (0) 82 338 2228
John Fraser + 27 (0) 82 331 7330
Date: 11/10/2005 02:18:06 PM Produced by the JSE SENS Department