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Birca Copper and Metals Proprietary Limited: Commencement of Business Rescue Proceedings
MANTENGU MINING LIMITED
Incorporated in the Republic of South Africa
(Registration number 1987/004821/06)
Share code: MTU ISIN: ZAE000320347
("Mantengu" or "the Company")
BIRCA COPPER AND METALS PROPRIETARY LIMITED: COMMENCEMENT OF BUSINESS RESCUE
PROCEEDINGS
1. Introduction
Shareholders are referred to the announcements (and using the terms defined therein unless otherwise
stated) released on SENS on:
1.1 2 August 2024 wherein it was advised, inter alia, that the Company had entered into a sale of shares
agreement ("Acquisition Agreement") dated 10 May 2024 with Birca Investments Proprietary
Limited and SA Metals and Fossils Proprietary Limited (collectively referred to as "the Sellers") for
the acquisition of the entire issued share capital of Birca Copper and Metals Proprietary Limited
("BCM") for the consideration of R29,887,000 ("Acquisition"), subject to the fulfillment of certain
conditions; and
1.2 13 May 2024 wherein it was advised, inter alia, that New Venture Mining Investment Holdings
Proprietary Limited ("NVMHI") was in the process of cancelling the agreement concluded between
NVMHI and BCM, pursuant to which NVMHI was to sell the Mining Right to BCM, Mantengu's wholly
owned subsidiary ("Transfer of Mining Right Agreement").
Further to the cancellation of the Transfer of Mining Right Agreement, Mantengu and BCM have been made
aware of several other financial and contractual obligations ("Adverse Obligations") which have placed the
operations of BCM at further risk. The board of directors of Mantengu ("Board") is of the opinion that the
Adverse Obligations were not disclosed prior to the Company entering into the Acquisition Agreement. The
Board, together with its legal team, is currently reviewing various potential breaches committed by the
Sellers of certain representations and warranties given in the Acquisition Agreement.
Given the materiality of the Acquisition and subsequent investments made by Mantengu into BCM, the
Board has been proactively engaging NVMHI to try find an alternative solution to protect the stakeholders
of the Company. The Board will advise the market in due course of any viable alternative solutions available
to both Mantengu and NVMHI.
2. Commencement of business rescue proceedings
Material doubt has been cast on the ability of BCM to continue its operations given the cancellation of the
Transfer of Mining Right Agreement and growing subsequent undisclosed Adverse Obligations. Given the
materiality of these issues, the board of directors of BCM ("the BCM Board") took the decision to place
BCM into Business Rescue as set out in terms of Section 129 of the Companies Act, 2008 (Act 71 of 2008),
as amended, to facilitate the rehabilitation of BCM. The BCM Board has appointed Mr Thomas Samons as
the Business Rescue Practitioner. Mr Samons is a senior Business Rescue Practitioner who has the skill
and experience to oversee the restructure of BCM to give it the best possible chance of being rescued
whilst Mantengu pursues legal action to set aside the Acquisition Agreement with the Sellers and to recover
the consideration paid to them for their equity interest in BCM.
Johannesburg
7 August 2024
Designated Adviser
Merchantec Capital
Date: 07-08-2024 11:32:00
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