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AMS AMSP
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AMS - Anglo Platinum Limited - Anglo Platinum and bakgatla-ba-kgafela
conclude BEE transaction
Issuer Long Name : Anglo Platinum Limited
Registration No. : 1946/022452/06
Instrument Alpha Code/Ticker Symbol : AMS; AMSP
ISIN : ZAE000013181; ZAE000054474
ANGLO PLATINUM AND BAKGATLA-BA-KGAFELA CONCLUDE BEE TRANSACTION
Anglo Platinum and the Bakgatla-Ba-Kgafela traditional community ("the
Bakgatla"), are pleased to announce the conclusion of the proposed BEE
transaction, announced on 8 November 2006, in terms of which the Bakgatla
has acquired a 15% interest in Anglo Platinum`s Rustenburg Platinum Mines`
Union section mining and concentrating business ("Union") and interests in
the prospecting rights of the Rooderand 46 JQ, portion 2 ("Rooderand") and
Magazynskraal 3 JQ ("Magazynskraal") properties.
At a Kgotha-Kgothe (or general meeting) of the Bakgatla on 25 November
2006, the community members voted in favour of the transaction.
The terms of the concluded transaction are as follows:
- The Bakgatla has acquired a 15% equity stake in an operating asset,
Union, via an unincorporated joint venture ("the Joint Venture") with
effect from 1 December 2006,
- The Bakgatla has made a cash contribution of R420 million funded by
commercial debt via a loan from Rand Merchant Bank. In the unlikely
event that the after tax cash flow from the Bakgatla`s share of Union
is inadequate to service the loan, Anglo Platinum will lend the
Bakgatla an amount limited to Anglo Platinum`s share of the after tax
cash flow from Union to service the loan,
- The Bakgatla, as part of the debt package with Rand Merchant Bank, has
taken out forward cover on half of its 15% share of Union`s platinum
concentrate revenue for an initial 5 year period,
- Anglo Platinum will credit the Bakgatla with an initial profit share
adjustment of 15% of the net free cash flows of Union from 1 January
2006 to 30 November 2006 less notional interest that would have
accrued to Anglo Platinum on the purchase price. The current estimate
of the adjustment is approximately R70 million,
- The Bakgatla has agreed to convert its entitlement to royalties into
equity and in so doing, has cancelled Anglo Platinum`s royalty
obligation over a portion of Union, more specifically over Portion 2
of the farm Spitskop 410 JQ ("Spitskop"),
- The Bakgatla has provided access, through nominal rental leases, to
the surface rights required by Union for all future mining and
processing activities,
- Anglo Platinum and the Bakgatla have established an exploration joint
venture to further develop the Magazynskraal property. The Bakgatla`s
initial stake in the exploration joint venture will be 26%,
- Anglo Platinum has ceded a 55% interest in the prospecting rights of
Rooderand to the Bakgatla who are strategically well positioned to add
value to Rooderand,
- Anglo Platinum has made a R45 million loan to the Bakgatla, part of
which has been used to repay land debt and the balance will be used to
fund community projects,
- As security for the R45 million loan, the Bakgatla has pledged its
interest in Rooderand to Anglo Platinum and
- Anglo Platinum retains the right, at its election, to purchase any
concentrate produced from Rooderand and Magazynskraal.
This transaction is expected to contribute between 2% and 3% towards Anglo
Platinum`s achievement of the HDSA ownership participation targets.
The pro-forma, unaudited, initial impact of the transaction on Anglo
Platinum`s earnings for the year ended 31 December 2006 is a once-off loss
on formation of a subsidiary and a BEE compensation charge totalling
approximately R218 million taking into account the fair value of Union in
terms of AC503 - Accounting for Black Economic Empowerment Transactions and
tax recoupment. This accounting loss does not take into account the value
accruing to Anglo Platinum as a result of securing the unencumbered right
to mine the Spitskop property and the surface rights acquired which
together were valued, as part of the negotiated transaction, at R210
million.
The initial impact of the transaction of approximately R218 million and the
estimated profit share associated with the Bakgatla`s 15% stake from 1
December 2006 of some R20 million were included in the earnings estimates
in Anglo Platinum`s Trading Statement published on 29 November 2006.
The Bakgatla-Ba-Kgafela Traditional Community comprises some 350 000 people
resident in the greater Pilanesburg area adjacent to Union and comprises
approximately 47% of Union`s labour force. The Bakgatla is the beneficial
owner of portion 1 of Rooderand 46 JQ and has an existing exploration joint
venture with Barrick Gold Corporation on properties contiguous to
Magazynskraal.
Ralph Havenstein, CEO of Anglo Platinum commenting on the transaction said:
"Anglo Platinum is pleased to be able to conclude a sustainable transaction
with a truly broad-based and strategically-placed empowerment partner that
is integral to the company`s mining operations in the region"
Kgosi John Pilane of the Bakgatla said
"The Bakgatla look forward to a committed and mutually beneficial
relationship with Anglo Platinum. This is truly a union with the people of
the Pilanesburg"
14 December 2006
For further information please contact
Anglo Platinum Bakgatla-Ba-Kgafela
Trevor Raymond Kgosi John Pilane
+27 (0)11 373 6462 +27 (0) 83 719 9760
+27 (0) 82 654 8467
Sponsor
Merrill Lynch South Africa (Pty) Limited
Date: 14/12/2006 15:00:01 Produced by the JSE SENS Department.