Notice of variation extending the offer period in respect of the recommended offer for Universal Coal plc
Coal of Africa Limited
(Incorporated and registered in Australia)
Registration number ABN 008 905 388
ISIN AU000000CZA6
JSE/ASX/AIM share code: CZA
(‘CoAL or the ‘Company’)
___________________________________________________________________________
NOTICE OF VARIATION EXTENDING THE OFFER PERIOD IN RESPECT OF THE
RECOMMENDED OFFER FOR THE ENTIRE ISSUED AND TO BE ISSUED SHARE CAPITAL OF
UNIVERSAL COAL PLC (“UNIVERSAL”) (“THE OFFER”)
___________________________________________________________________________
1. Extension of the Offer to shareholders of Universal only
CoAL wishes to advise that it has extended the Offer Period of the Offer, such that the
Closing Date is now 15 July 2016.
As announced on 31 May 2016, CoAL has entered into two subscription agreements with
Hengshun Zhongsheng Group Co., Ltd and Summer Trees PTE. Ltd (“New Subscribers”)
pursuant to which the New Subscribers will subscribe for 229,885,058 and 114,942,529
CoAL Shares respectively at a price of US$0.0435 per CoAL Share, for total proceeds of
US$15 million.
These two subscription agreements together with the previously announced M&G
Subscription Agreement and HEI Subscription Agreement amount to US$23.0 million and
will be used to finance the cash payable under the Offer.
Whilst CoAL is pleased to have finalised the terms of the financing detailed above (for
which no further CoAL Shareholder approvals are required), it is electing to further extend
the Offer until 15 July 2016, so that the Enlarged Group can ensure that it is financially in
a position to advance its combined prospects following the completion of the Offer and
the consequential working capital requirements for readmission of the Company's shares
to trading on AIM.
As a result, prior to the Closing Date, CoAL is continuing to progress potential working
capital funding opportunities with a number of third parties.
The Company intends to publish a Supplementary Admission Document prior to the
readmission of the Enlarged Group.
The full notice of Notice of Variation is available on the Company’s website
(www.coalofafrica.com) and this announcement should be read in conjunction with that
Notice of Variation. Universal Shareholders and CDI Holders should refer to the Offer
Document for further instructions regarding how to accept the Offer
2 STATUS OF ACCEPTANCES
CoAL is pleased to advise that it has now received consideration elections for the Loan
Note Alternative from Universal Shareholders (including Universal CDI Holders)
representing 255,299,984 Universal Shares equating to approximately 50.39% of the total
number of Universal Shares in issue, including IchorCoal NV. Universal’s largest
shareholder who has elected for the Loan Note Alternative in respect of a portion their
holding of Universal Shares.
CoAL wishes to advise that, as at the date of this Notice, it has received acceptances of the
Offer from Universal Shareholders (including Universal CDI Holders) representing
477,565,397 Universal Shares, equating to approximately 94.25% of the total number of
Universal Shares on issue.
ENDS
17 June 2016
Enquiries:
David Brown Chief Executive Officer Coal of Africa +27 10 003 8000
De Wet Schutte Chief Financial Officer Coal of Africa +27 10 003 8000
Celeste Riekert Investor Relations Coal of Africa +27 10 003 8000
Tony Bevan Company Secretary Endeavour Corporate Services +61 08 9316 9100
Company advisors:
Dennis Tucker / Robert Philpot Corporate Advisor Qinisele Resources +27 11 883 6358
Matthew Armitt/Ross Allister Nominated Adviser and Peel Hunt LLP +44 20 7418 8900
Broker
Jos Simson/Emily Fenton Financial PR (United Tavistock +44 20 7920 3150
Kingdom)
Charmane Russell/Jane Kamau Financial PR (South Africa) Russell & Associates +27 11 880 3924 or
+27 82 372 5816
Robert Smith/ Tanya Cesare Nominated JSE Sponsor Investec Bank +2711 286 7000
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