NORTHAM PLATINUM LIMITED - Northam disposes of its 7.5% interest in the Pandora joint venture - NHM/NHM002/NHM003

Northam disposes of its 7.5% interest in the Pandora joint venture - NHM/NHM002/NHM003

NORTHAM PLATINUM LIMITED
Incorporated in the Republic of South Africa
(Registration number 1977/003282/06)
Share code: NHM ISIN: ZAE000030912
Debt issuer code: NHMI
Bond code: NHM002 Bond ISIN: ZAG000129024
Bond code: NHM003 Bond ISIN: ZAG000129032
(“Northam”)


NORTHAM DISPOSES OF ITS 7.5% INTEREST IN THE PANDORA JOINT VENTURE


1.   INTRODUCTION

     Northam    is   pleased     to   announce   that   Mvelaphanda     Resources     Proprietary   Limited
     (“Mvelaphanda”), a wholly owned subsidiary of Northam, entered into a sale of participation interest
     agreement with Eastern Platinum Limited (“EPL”), a subsidiary of Lonmin Plc (“Lonmin”) on 13 May
     2017 (“Agreement”). In terms of the Agreement Northam, through Mvelaphanda, will dispose of its
     7.5% interest in the Pandora joint venture (“Pandora JV”) to EPL (“Transaction”). The consideration
     payable to Northam under the Transaction amounts to (i) R45,565,000 plus (ii) the amount of any
     cash calls paid by Northam to the Pandora JV during the period 1 January 2017 to completion of the
     Transaction, provided that such cash calls do not exceed an amount of R50,000,000, (“Disposal
     Consideration”).

     The Disposal Consideration will be settled on fulfilment of the Transaction conditions precedent
     referred to in paragraph 3 below.

2.   BACKGROUND INFORMATION AND RATIONALE

     The Pandora JV is managed by Lonmin and is currently held 50% by Lonmin, through EPL, 42.5%
     by Anglo American Platinum Limited, through Rustenburg Platinum Limited, and 7.5% by Northam,
     through Mvelaphanda. Northam does not consider its minority interest in the Pandora JV as being
     core to its business.

3.   CONDITIONS PRECEDENT

     The Transaction is subject to, inter alia, all necessary regulatory approvals being obtained, including
     consent from the Minister of Mineral Resources in terms of section 11 of the Mineral and Petroleum
     Resources Development Act, No. 28 of 2002, and approval from Lonmin’s lending banks.

4.   CATEGORISATION
     The Transaction falls below the threshold for categorisation in terms of the JSE Limited Listings
     Requirements and this announcement is provided for information purposes only.


Johannesburg
15 May 2017

Corporate Advisor, Sponsor and Debt Sponsor
One Capital

Attorneys
Cliffe Dekker Hofmeyr Inc.

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