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Results – Annual General Meeting
Aquarius Platinum Limited
(Incorporated in Bermuda)
Registration Number: EC26290
JSE Code: AQP
ISIN: BMG0440M1284
RESULTS – ANNUAL GENERAL MEETING
We advise the following resolutions placed before shareholders at
the Annual General Meeting of Aquarius Platinum Limited on 30
November 2012 were approved as follows:
1. Resolution 1 – Re-election of Mr Tim Freshwater
To consider and, if thought fit, to pass, with or without
amendment, the following resolution:
"That Mr Tim Freshwater, who retires by rotation in accordance
with the Company's Bye-laws and being eligible, offers himself for
re-election, be re-elected as a Director."
In 276,529,827 Against: 24,491,915 Abstain: 382,283
Favour:
2. Resolution 2 – Re-election of Mr Zwelakhe Mankazana
To consider and, if thought fit, to pass, with or without
amendment, the following resolution:
"That Mr Zwelakhe Mankazana, who retires by rotation in accordance
with the Company's Bye-laws and being eligible, offers himself for
re-election, be re-elected as a Director."
In 252,916,268 Against: 47,549,447 Abstain: 938,310
Favour:
3. Resolution 3 – Re-election of Mr Edward Haslam
To consider and, if thought fit, to pass, with or without
amendment, the following resolution:
"That Mr Edward Haslam, who retires by rotation in accordance with
the Company's Bye-laws and being eligible, offers himself for re-
election, be re-elected as a Director."
In 248,739,976 Against: 50,020,670 Abstain: 2,643,379
Favour:
4. Resolution 4 – Re-election of Mr Jean Nel
To consider and, if thought fit, to pass, with or without
amendment, the following resolution:
"That Mr Jean Nel, who was appointed a director of the Company to
fill a casual vacancy on 3 April 2012, retires in accordance with
the ASX Listing Rules and being eligible, offers himself for re-
election, be re-elected as a Director."
In 293,618,869 Against: 7,402,873 Abstain: 382,283
Favour:
5. Resolution 5 – Buy back authorisation
To consider and, if thought fit, to pass, with or without
amendment, the following resolution:
"That the Company be generally and unconditionally authorised to
make market purchases of Shares on such terms and in such manner
as the Directors may determine, provided that:
a. the maximum number of Shares that may be purchased pursuant to
this authority is 24,342,566 Shares, representing 5% of the issued
capital of the Company as at 31 October 2012;
b. the minimum price which may be paid for any Share purchased
pursuant to this authority is US$0.05;
c. the maximum price which may be paid for any Share purchased
pursuant to this authority shall not be more than an amount equal
to 105% of the average of the middle market prices shown in the
quotations for the Shares in the London Stock Exchange Daily
Official List for the five business days immediately preceding the
day on which that Share is contracted to be purchased and the
amount stipulated by Article 5(1) of the Buy-back and
Stabilisation Regulation 2003; and
d. the authority shall expire at the conclusion of the Company's
next annual general meeting after the passing of this Resolution
unless renewed, varied or revoked before that time, but the
Company may make a contract or contracts to purchase Shares under
this authority before its expiry which will or may be executed
wholly or partly after the expiry of this authority, and may make
a purchase of Shares in pursuance of any such contract."
In 299,030,544 Against: 1,990,964 Abstain: 382,517
Favour:
6. Resolution 6 – Disapplication of pre-emptive rights
To consider and, if thought fit, to pass, with or without
amendment, the following resolution as a special resolution:
"That, in accordance with Bye-law 51.2A(f) the Directors be given
power to allot Equity Securities (including, for the avoidance of
doubt, any Common Shares held as treasury shares immediately
before their sale) for cash pursuant to the authority conferred on
them by Bye-law 51.2 as if Bye-law 51.2A(a) did not apply to any
such allotment provided that:
a. this power shall be limited to the allotment of Equity
Securities up to a maximum amount of 24,342,566 Shares (or a
nominal amount of US$1,217,128); and
b. this power shall expire on the conclusion of the Company's next
annual general meeting or, if earlier, close of business on 28
February 2014, however the Company may, before the expiry of this
power, make offers or agreements which would or might require
Equity Securities to be issued after such expiry and,
notwithstanding such expiry, the Directors may issue Equity
Securities in pursuance of such offers or agreements as if this
power had not expired."
In 267,795,774 Against: 32,567,393 Abstain: 1,040,858
Favour:
7. Resolution 7 – Ratification of issue of 14,000,000 Shares as
part of a transaction intended to preserve the black economic
empowerment credentials of Aquarius.
To consider and, if thought fit, to pass, with or without
amendment, the following resolution:
"That, for the purposes of ASX Listing Rule 7.4 and for all other
purposes, the Shareholders ratify the issue of 14,000,000 Shares
on 28 September 2012 as part of a transaction intended to preserve
the black economic empowerment credentials of Aquarius on the
terms and conditions set out in the Explanatory Memorandum."
In 269,335,266 Against: 29,473,217 Abstain: 2,595,542
Favour:
8. Resolution 8 – Ratification of issue of 2,538,758 Shares as
consideration for the acquisition of mining rights from First
Platinum Limited.
To consider and, if thought fit, to pass, with or without
amendment, the following resolution:
"That, for the purposes of ASX Listing Rule 7.4 and for all other
purposes, the Shareholders ratify the issue of 2,538,758 Shares on
8 August 2012, being the consideration for the acquisition of
mining rights from First Platinum Limited on the terms and
conditions set out in the Explanatory Memorandum."
In 278,745,311 Against: 2,277,951 Abstain: 20,380,763
Favour:
9. Resolution 9 - Re-appointment of Auditor
To consider and, if thought fit, to pass, with or without
amendment, the following resolution:
"That, Messrs Ernst & Young of Perth, Western Australia, be and
are hereby appointed as Auditors of the Company until the
conclusion of the next annual general meeting at a fee to be
agreed by the Directors."
In 300,175,657 Against: 471,739 Abstain: 756,629
Favour:
Update on Operations
South Africa
The South African industrial relations environment has improved
since the end of the September quarter allowing Aquarius to
continue the rollout of its initiatives to improve productivity at
the Kroondal mine. Aquarius continues to engage with industry
participants and the local communities in an endeavour to foster a
cooperative environment amongst all industry participants. These
endeavours have played a significant role in facilitating the
current productive operating environment.
Since the September quarterly report, Aquarius is able to report
progress on the following:
- The hanging wall support regime implementation is now
approximately 95% completed. The full impact of this will be
apparent in Q3 which will have the benefit of the revised hanging
wall support system for the full period’s production.
- The migration from contractor to owner operate is now
approximately 95% completed with some IT system integration to be
finalised. The changeover will be completed on schedule and the
cost of the migration will be approximately 7% under budget.
- As reported in the Q1 results, the remaining once off costs
relating to the placing on care and maintenance of Everest and
Marikana was approximately $8.5m to $9 million. This estimate
remains unchanged and to date approximately $4 million remains
outstanding.
- The only capital project the group is engaged in in South Africa
is the continued development of the K6 shaft at the Kroondal mine
in relation to which Aquarius’ share of the capital for the
current financial year is US$12 million of which approximately $5
million has been spent. The project remains on budget and
development on time.
With the implementation of the hanging wall support regime and
transition to owner operate completed, combined with the
normalised industrial relations environment in the Rustenburg
area, operational improvements achieved at Kroondal are expected
to improve efficiencies and productivity.
Booysendal
The potential acquisition by Aquarius of the Booysendal mining
rights from Northam Platinum remains subject to the conclusion of
certain conditions precedent, most notably the approval by the
Department of Mineral Resources, as previously advised. As part
of the agreement a $15 million deposit was placed in an escrow
account, and the Board of Aquarius resolved that the company enter
into a foreign currency contract to fix the exchange rate covering
the potential R1.2 billion purchase consideration, given that
Aquarius maintains its treasury primarily in US Dollars.
Aquarius has concluded that given the manner in which Aquarius is
likely to finance the purchase obligation, retaining the foreign
currency contract is no longer required. In view of this, it was
resolved to close out the currency contract and expects to record
a cash foreign exchange loss in the vicinity of $25 million.
Aquarius will continue to monitor developments regarding the
Booysendal transaction and will keep shareholders informed.
Zimbabwe
The Mimosa mine continues to perform well and remains on track to
deliver its forecast production levels. The Board of Mimosa
remains engaged with the Government of Zimbabwe in relation to
finalizing the indigenization of Mimosa and shareholders will be
advised in the event that agreement is reached.
Cash balances
Taking account of the impact of the one off costs referred to
above and the estimated cost of the foreign exchange contract at
current exchange rates, group cash at the end of November is
expected to be $85 million.
With the conclusion of the transition to owner operate, the
closure of Everest and Marikana mines and the close out of the
currency contract referred to above, movements in group cash is
now envisaged to reflect normalised operations.
For further information please contact:
Jean Nel - CEO
+27120012001
Willi Boehm – Company secretary
+61893675211
or visit: www.aquariusplatinum.com
3 December 2012
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank
Limited)
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