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AGL
ANAAL
Anglo American Plc - Joint Announcement By De Beers And Ponahalo Capital
Anglo American plc
(Incorporated in the United Kingdom)
Registration number: 3564138
Share code: AGL
ISIN: GB0004901517
(the "Company")
Anglo American plc
Joint Announcement by De Beers and Ponahalo Capital
De Beers Societe Anonyme and Ponahalo Capital (Proprietary) Limited announce the
implementation of their broad based Black Economic Empowerment transaction with
respect to De Beers Consolidated Mines Limited
Introduction
Following the signing of a Memorandum of Understanding on 8 November 2005, De
Beers Societe Anonyme ("De Beers") and Ponahalo Capital (Proprietary) Limited
("Ponahalo Capital") are pleased to announce that definitive transaction
agreements have now been signed to
*implement the sale of an indirect 26% equity interest in De Beers Consolidated
Mines Limited ("DBCM") to Ponahalo Holdings (Proprietary) Limited ("Ponahalo
Holdings") and
*raise all of the financing required to fund the payment of the entire purchase
price.
Ownership of DBCM
Following completion of the transaction, the ownership structure of DBCM and
Ponahalo Holdings will be as follows:
Please see press release for diagram.
The ultimate shareholders of Ponahalo Capital are as follows:
The beneficiaries of the De Beers Equal Allocation Trust will comprise in excess
of 17 000 De Beers South African-based employees and pensioners who will become
entitled to a specified beneficial interest in the De Beers Equal Allocation
Trust. The specified beneficial interest will be allocated on an equal basis
regardless of race, seniority or length of service.
The beneficiaries of the De Beers Key Employee Trust will comprise current and
future key South African-based employees of De Beers, the substantial majority
of whom are historically disadvantaged South Africans. Employees who have been
identified as being key to the future success of De Beers, as demonstrated
through their performance, contribution, commitment and values and their ability
to shape the future, will become entitled to a specified beneficial interest in
the De Beers Key Employee Trust as part of a mechanism to incentivise and retain
these key employees. The beneficial interests will be allocated by De Beers on a
discretionary basis but in accordance with the criteria specified above. An
appropriate interest will also be set aside for future key employees of De
Beers.
Purchase price
The purchase price for the 26% equity interest in DBCM has been determined at
approximately R3.7 billion.
Financing
In order to fund the acquisition of its 26% equity interest in DBCM, Ponahalo
Holdings has raised approximately R3.7 billion from The Standard Bank of South
Africa Limited, acting through its Corporate and Merchant Banking Division, by
way of seven-year financing. Approximately R800 million of this financing is
guaranteed by De Beers.
Conditions precedent
The transaction has received the necessary regulatory approvals from the South
African Reserve Bank and the South African Competition Tribunal.
All remaining conditions precedent are expected to be fulfilled by 20 April
2006.
Following completion of the transaction, the purchase price will continue to be
subject to adjustments as specified in the transaction agreements.
5 April 2006
For further information, please contact
De Beers:
Nicola Wilson Lynette Hori
Media Relations Media Relations
De Beers Public and Corporate Affairs De Beers Group External Affairs
Tel: (011) 374 7399 Tel: +44(0)207 430 3509
Fax: (011) 374 7048 Mobile:+44(0)7740 3260
Mobile: 083 299 5552 Mobex: 5124
Financial adviser to De Beers
ROTHSCHILD
Financial adviser to De Beers
Investec
Corporate Finance
Investec Bank Limited
(Registration number 1969/004763/06)
Legal adviser to De Beers
WEBBER WENTZEL BOWENS
Merchant bank to Ponahalo
RAND MERCHANT BANK
A division of FirstRand Bank Limited
Legal adviser to Ponahalo
Bowman Gilfillan Attorneys
Lead arranger, underwriter and funder to Ponahalo
Standard Bank
Legal adviser to Standard Bank
Deneys Reitz Attorneys
Deneys Reitz Inc.
1984/003385/21
Sponsor:
J.P.Morgan Equities Limited
Date: 05/04/2006 10:37:54 AM Produced by the JSE SENS Department
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