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ZAMABIA COPPER - JOINT PRESS ANNOUNCEMENT

Release Date: 22/01/1999 09:51
Code(s): BVT LTH
Wrap Text

ACQUISITION BY ZCI AND PARTNERS OF THE KONKOLA, NKANA AND NCHANGA DIVISIONS OF ZCCM AND ITS NAMPUNDWE MINE
THE GOVERNMENT OF THE REPUBLIC OF ZAMBIA (GRZ), ZAMBIA CONSOLIDATED COPPER MINES LIMITED (ZCCM) AND ZAMBIA COPPER INVESTMENTS LIMITED (ZCI) (THE COMPANY THROUGH WHICH ANGLO AMERICAN CORPORATION OF SOUTH AFRICA LIMITED (AAC) HOLDS ITS INTEREST IN ZCCM) ANNOUNCE THAT THEY HAVE CONCLUDED A MEMORANDUM OF UNDERSTANDING (MOU) REGARDING THE ACQUISITION BY ZCI AND PARTNERS OF AN 80% INTEREST IN A NEW COMPANY WHICH WILL ACQUIRE THE ASSETS OF THE KONKOLA (INCLUDING KONKOLA DEEP), NKANA AND NCHANGA DIVISIONS OF ZCCM AND ITS NAMPUNDWE MINE.
THE MOU SPECIFIES A NUMBER OF PRE-CONDITIONS THAT MUST BE SATISFIED PRIOR TO THE SIGNING OF LEGALLY BINDING AGREEMENTS. THESE INCLUDE:
* THE FORMATION BY ZCI OF A CONSORTIUM OF PARTNERS INCLUDING A SUBSTANTIAL MINING PARTNER TO JOIN IT IN THE INVESTMENT; * THE RAISING OF NON-RECOURSE THIRD PARTY FINANCE;
* CONFIRMATION OF ZCI'S DUE DILIGENCE ON THE STATE OF THE ASSETS;
* THE CONCLUSION OF NEGOTIATIONS ON ALL OUTSTANDING ISSUES ON A BASIS ACCEPTABLE TO GRZ, ZCCM AND ZCI; AND
* FUNDING OF DEFINED RETRENCHMENTS BY ZCCM USING FUNDS SOURCED BY GRZ FROM THE MULTILATERAL DONOR COMMUNITY.
THE AGREED PURCHASE CONSIDERATION IS US$90 MILLION TO BE SETTLED BY WAY OF A CASH PAYMENT. IN ADDITION, ZCCM WILL HAVE A 5% FREE AND A 15% REPAYABLE CARRIED INTEREST IN THE NEW COMPANY. SUBJECT TO CONFIRMATION OF EVALUATIONS, THE NEW COMPANY EXPECTS TO COMMIT CAPITAL EXPENDITURE OF US$300 MILLION
DURING THE FIRST THREE YEARS AND, SUBJECT TO RAISING FURTHER THIRD PARTY PROJECT FINANCE ON SATISFACTORY TERMS, TO IMPLEMENTING AS SOON AS POSSIBLE THE KONKOLA DEEP PROJECT AT A CAPITAL COST OF APPROXIMATELY US$800 MILLION. IN A PARALLEL TRANSACTION, GRZ HAS AGREED TO PURCHASE ZCI'S SHAREHOLDING IN ZCCM.
GRZ, ZCCM AND ZCI ARE COMMITTED TO ACHIEVING SATISFACTION OF THE PRE-CONDITIONS AND COMPLETING NEGOTIATION ON ALL OUTSTANDING ISSUES AS QUICKLY AS POSSIBLE, WITH THE OBJECT OF ACHIEVING CLOSURE OF THE TRANSACTION NOT LATER THAN 31 MARCH 1999. MEANWHILE ZCI, WITH ASSISTANCE FROM AAC, WILL IMMEDIATELY COMMENCE PLACING EXPERIENCED PERSONNEL ON THE COPPERBELT TO MONITOR OPERATIONS, GATHER INFORMATION AND PROVIDE ADVICE TO MINE MANAGEMENT WHEN REQUIRED IN ORDER TO FACILITATE THE SMOOTH TRANSFER OF THE ASSETS.
ZCI HAS, WITH IMMEDIATE EFFECT, RELINQUISHED ITS EXCLUSIVE RIGHT, HELD UNDER A MEMORANDUM OF UNDERSTANDING ENTERED INTO IN FEBRUARY 1997, TO THE MUFULIRA SMELTER AND REFINERY. THIS WILL FACILITATE THE SALE OF MUFULIRA AS AN INTEGRATED PACKAGE.
THESE TRANSACTIONS ARE SUBJECT TO OBTAINING ALL NECESSARY REGULATORY AND SHAREHOLDER APPROVALS.
MR SHALAULWA L SHIMUKOWA, CHAIRMAN OF ZCCM, SAID: "WE WELCOME THIS POSITIVE STEP TOWARDS THE CONCLUSION OF THE PRIVATISATION OF ZCCM. THE TRANSACTION AUGURS WELL FOR THE PROSPERITY AND ECONOMIC DEVELOPMENT OF THE COUNTRY AND ESPECIALLY THE COPPERBELT REGION. IT USHERS IN THE NEW ROLE OF ZCCM AS AN INVESTMENT HOLDING COMPANY."
COMMENTING ON THE AGREEMENT, THE CHAIRMAN OF THE GRZ/ZCCM PRIVATISATION NEGOTIATING TEAM, MR FRANCIS H KAUNDA, SAID: "THESE ASSETS REPRESENT THE REMAINING CORE ASSETS OF ZCCM'S PRODUCTION CAPACITY AND, TOGETHER WITH THE NEGOTIATIONS FOR THE SALE OF ZCCM'S MUFULIRA DIVISION WHICH ARE ALREADY UNDERWAY WITH ANOTHER MINING COMPANY, WILL COMPLETE THE COMPLEX PRIVATISATION OF ZCCM."
"ZCI IS LOOKING FORWARD TO WORKING WITH THE GOVERNMENT, THE MANAGEMENT OF ZCCM, THE MINEWORKERS UNION OF ZAMBIA AND WITH THE MULTILATERAL DONOR COMMUNITY TO ACHIEVE THE SUCCESSFUL CONCLUSION OF THE PRIVATISATION PROCESS AND TO
REVITALISE THE MINING INDUSTRY," SAID JACK HOLMES, CHAIRMAN OF ZCI AND A DIRECTOR OF ANGLO AMERICAN CORPORATION. ENDS. 22 JANUARY 1999 ENQUIRIES:
MR FRANCIS KAUNDA, CHAIRMAN OF THE GRZ/ZCCM PRIVATISATION NEGOTIATING TEAM, +260 1 22 0450
MRS GLEN FINNEGAN, ZCI / ANGLO AMERICAN CORPORATION, +27 11 638 3217

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