Kumba Resources Limited - Cautionary Announcement
KUMBA RESOURCES LIMITED
Incorporated in the Republic of South Africa
(Registration Number: 2000/011076/06)
Share Code: KMB
ISIN Number: ZAE000034310
(`Kumba`)
CAUTIONARY ANNOUNCEMENT
Shareholders are referred to the Securities Exchange News Service announcement
dated 8 August 2005 in which Kumba advised that Kumba and the independent
directors of Ticor Limited (`Ticor`) had signed an agreement to implement a
proposal whereby a wholly-owned subsidiary of Kumba will acquire by way of a
scheme of arrangement pursuant to the Australian Corporations Act 2001 all of
the issued shares in Ticor that it does not already own for a cash consideration
of A$1.875 per Ticor share (`Proposed Scheme`). Kumba understands that a notice
of shareholder meeting and explanatory statement regarding the Proposed Scheme
will be dispatched to Ticor`s minority shareholders on or about 26 September
2005 for consideration at a meeting to be held on 26 October 2005. If approved,
the Proposed Scheme will be lodged with the Federal Court of Australia for final
approval.
Shareholders are advised that Kumba, in close co-operation with its controlling
shareholder, Anglo American plc (`Anglo American`), has entered into discussions
for the purpose of satisfying the ownership requirements of the Mineral and
Petroleum Resources Development Act and associated Mining Charter. A component
of the potential black economic empowerment transaction, which may entail a far
wider restructuring of Kumba, is a proposal that Kumba be granted an option
(`the Option`) to acquire Anglo American`s Namakwa Sands mineral sands operation
at fair market value. The empowerment transaction and the terms and conditions
of the Option are yet to be finalised and will be subject to regulatory
approvals. However, the Option will be conditional upon, inter alia, the
empowerment transaction being successfully completed.
Should the transactions contemplated above be successfully implemented it may
have a material effect on Kumba`s share price. Accordingly, Kumba shareholders
are advised to exercise caution when dealing in their Kumba shares until such
time as a further announcement is made in this regard.
Contact person:
Trevor Arran
General Manager: Corporate Affairs and Investor Relations
Tel: +27 12 307 3292
Mobile: +27 83 609 1444
Pretoria
23 September 2005
Sponsor
JPMorgan
Date: 23/09/2005 07:45:29 AM
Produced by the JSE SENS Department
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