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The Revised Restructure, Recapitalisation and Refinancing Plan For Atlatsa and The Bokoni Group Of Companies
ANGLO AMERICAN PLATINUM LIMITED
Incorporated in the Republic of South Africa
Registration number 1946/022452/06
Share code: AMS
ISIN: ZAE000013181
ANNOUNCEMENT OF THE REVISED RESTRUCTURE, RECAPITALISATION AND
REFINANCING PLAN FOR ATLATSA AND THE BOKONI GROUP OF COMPANIES
Attention is drawn to the announcement dated 27 March 2013, in
which Atlatsa Resources Corporation (formerly known as Anooraq
Resources Corporation) (“Atlatsa”) (TSXV: ATL; NYSE MKT: ATL; JSE:
ATL) announced that Anglo American Platinum Limited (“Anglo
American Platinum”), Atlatsa and Atlatsa Holdings Proprietary
Limited (formerly known as Pelawan Investments, the controlling
Black Economic Empowerment (“BEE”) shareholder) (“Atlatsa
Holdings”) (collectively, “the Parties”) have concluded binding
agreements for the revised restructure, recapitalisation and
refinancing of Atlatsa and the Bokoni group of companies (“Bokoni
Group”) (“the Transaction”).
As at 31 December 2012, Atlatsa owed approximately R3.3 billion to
Anglo American Platinum, which debt, in the current market
environment, was unlikely to be repaid by Atlatsa in the medium
term. In terms of the Transaction, Anglo American Platinum will
acquire, from Atlatsa, the eastern section of Ga-Phasha
(contiguous to Anglo American Platinum’s Twickenham mine) and the
Boikgantsho project (contiguous to Anglo American Platinum’s
Mogalakwena mine) for R1.7 billion, which proceeds will be fully
utilised by Atlatsa to reduce the existing debt owing to Anglo
American Platinum. In addition, Anglo American Platinum will
subscribe for 125 million new common shares in Atlatsa for an
aggregate subscription price of R750 million, all proceeds of
which will be used by Atlatsa to further reduce the existing debt
owing to Anglo American Platinum. After taking the above
transactions into account, Atlatsa’s remaining debt owing to Anglo
American Platinum will be approximately R830 million.
Anglo American Platinum will provide Atlatsa with an additional
debt facility of approximately R720 million, taking the total debt
facility up to a limit of R1.55 billion (“Debt Facility”). The
Debt Facility will attract a facilitative variable interest rate
and is repayable between 2018 and 2020. Anglo American Platinum
will also provide a R90 million working capital facility to
Atlatsa, repayable in full by 31 December 2018. Atlatsa will not
pay any dividends until the working capital facility is fully
repaid.
The Bokoni Platinum Mine (owned 51% as to Atlatsa and 49% as to
Anglo American Platinum) will be expanded to increase its mining
operations from 100,000 tonnes per month (current) to 160,000
tonnes per month, at a total anticipated capital cost of R1.1
billion, to fill the existing concentrator to its capacity.
Atlatsa will be able to utilise the available credit under the
Debt Facility to finance its attributable portion of the Bokoni
Platinum Mine expansion project costs.
The Parties have also agreed to simplify the Atlatsa capital
structure through unwinding the current “B” preference share
arrangement, such that Atlatsa will have one class of common
shares going forward. Anglo American Platinum will sell 115,8
million Atlatsa common shares, arising from the unwind of the “B”
preference shares, to Atlatsa Holdings for R463 million, on loan
account, on terms mirroring the Debt Facility owing to Anglo
American Platinum. This will increase the BEE shareholding of
Atlatsa Holdings in Atlatsa from 51% to 62%. Following the
Transaction, Anglo American Platinum will retain a 22.6% ordinary
equity interest in Atlatsa. Furthermore, its equity interest in
Bokoni Platinum Mine will remain at 49%.
“On implementation of the Transaction, Atlatsa and the Bokoni
Group will be well positioned to implement its business strategy
on a more conservative, lower risk and sustainable basis. The
acquisition of the eastern section of Ga-Phasha and the
Boikgantsho project provides Anglo American Platinum with access
to mineral properties that provide synergies with its operations
at Mogalakwena and Twickenham” said Chris Griffith, Chief
Executive Officer of Anglo American Platinum.
27 March 2013
Merchant bank and sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Legal Advisor
Webber Wentzel
For further information, please contact:
Mpumi Sithole, Media & External Relations Manager
Tel: +27 (0)11 373 6246
Kgapu Mphahlele, Investor Relations
Tel: +27 (0)11 373 6239
Anglo American Platinum Limited
Anglo American Platinum Limited is a member of the Anglo American
plc Group and is the world’s leading primary producer of platinum
group metals. The Company is listed on the Johannesburg Securities
Exchange (JSE). Its mining, smelting and refining operations are
based in South Africa. Elsewhere in the world, the Company owns
Unki Platinum Mine in Zimbabwe and is actively exploring in
Brazil. Anglo American Platinum has a number of joint ventures
with several historically disadvantaged South African consortia as
part of its commitment to the transformation of the mining
industry. Anglo American Platinum is committed to the highest
standards of safety and continues to make a meaningful and
sustainable difference in the development of the communities
around its operations.
www.angloamericanplatinum.com
Anglo American Plc
Anglo American plc is one of the world’s largest mining companies,
is headquartered in the UK and listed on the London and
Johannesburg stock exchanges. Anglo American’s portfolio of mining
businesses spans bulk commodities – iron ore and manganese,
metallurgical coal and thermal coal; base metals – copper and
nickel; and precious metals and minerals – in which it is a global
leader in both platinum and diamonds. Anglo American is committed
to the highest standards of safety and responsibility across all
its businesses and geographies and to making a sustainable
difference in the development of the communities around its
operations. The Company’s mining operations, extensive pipeline of
growth projects and exploration activities span southern Africa,
South America, North America, Australia, Asia and Europe.
www.angloamerican.com
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