| Thu 22 Dec 2005, 10:31 | | Mvela Resources - Change In Major Empowerment Shar |
|
Mvela Resources - Change In Major Empowerment Shareholding In The Company
Mvelaphanda Resources Limited
(Incorporated in the Republic of South Africa)
(Registration number1980/001395/06)
Share code: MVL
ISIN: ZAE000050266
("Mvela Resources" or "the Company")
CHANGE IN MAJOR EMPOWERMENT SHAREHOLDING IN THE COMPANY
Introduction
Shareholders are advised that Incwala Resources (Pty) Limited ("Incwala"), a
broad-based empowerment company, has agreed to acquire, subject to certain
conditions, Mvelaphanda Group Limited"s ("Mvela Group") 23% holding in Mvela
Resources ("the proposed transaction").
Independently, other black shareholders own a further 7% of the issued shares of
Mvela Resources. Hence, collectively, black shareholders will own 30% of Mvela
Resources following the implementation of the proposed transaction. Mvela
Holdings (Pty) Limited remains committed to Mvela Resources and has agreed to
work together with Incwala towards the development of the Company to create
value for all stakeholders.
Incwala is a resources focused, broad-based, unlisted empowerment company. Its
primary investment is an 18% equity interest in Eastern Platinum Limited and
Western Platinum Limited ("Lonplats"), the platinum mining and refining
subsidiaries of Lonmin Plc. Incwala"s combined 52,8% empowerment shareholding
represents more than 50 000 black South Africans, including women"s empowerment
groupings, employees and community groups.
Further information on Incwala can be obtained from its website: www.incwala.com
or www.incwala.co.za.
The proposed transaction remains subject, inter alia, to the following
conditions precedent:
1. the consent and approval, including waivers of any pre-emptive rights, by
all relevant parties to Mvela Resources" material underlying investments;
2. the approval of all relevant regulatory authorities, including the
Competition Commission; and
3. the approval of Mvela Resources" Board for the cession of the Management
Agreement dated 16 May 2002 to Incwala, and the cession by Mvela Group and
Mvela Holdings of the management rights and obligations to Incwala.
In terms of the Management Agreement, Mvela Resources" day to day business is
managed by Mvela Holdings, subject to the direction and control of Mvela
Resources" Board. The Management Agreement is an important component of Mvela
Resources" empowered status and must remain in force until all commitments under
the Broad-Based Socio-Economic-Empowerment Charter for the Mining Industry have
been discharged.
Furthermore, Mvela Holdings" existing obligations to offer new opportunities at
cost to Mvela Resources and Mvela Group will remain in force.
Incwala has informed the Board that it fully supports the management of Mvela
Resources under the leadership of CEO Pine Pienaar.
View of the Board
The Mvela Resources" Board has appointed a committee of independent non-
executive directors to consider these requests ("the committee"). The committee,
chaired by Mr. M. E. Beckett is currently assessing the transfer of the
Management Agreement and will make its recommendations to the Board, following
which a further announcement will be made.
Impact of the proposed transaction
The possible benefits of the transaction for Mvela Resources include:
- Mvela Resources" direct empowerment status will be enhanced and its
empowerment shareholder base substantially broadened;
- Incwala will provide support and assistance to Mvela Resources as
envisaged in the Management Agreement with the implementation of Mvela
Resources" vision and strategy;
- as a long-term shareholder committed to the resource sector, Incwala
will bring access to new sources of funding and new investment
opportunities; and
- The exit of the listed Mvela Group as a significant shareholder will
reduce investment entry points into Mvela Resources
Further information on the transaction is available on Mvela Resources" website:
www.mvelares.co.za.
22 December 2005
Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Limited
Date: 22/12/2005 10:31:12 AM Produced by the JSE SENS Department
