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LONMIN PLC - Consolidation of Lonmin Ordinary shares

Release Date: 09/12/2015 12:51
Code(s): LON     PDF:  
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Lonmin Plc 
(Incorporated in England and Wales)

(Registered in the Republic of South Africa under registration number 1969/000015/10) JSE code: LON Issuer Code: LOLMI & ISIN : GB0031192486 ("Lonmin" or the 'Company')
THIS ANNOUNCEMENT (AND THE INFORMATION CONTAINED HEREIN) IS NOT FOR RELEASE, PUBLICATION, DISTRIBUTION OR FORWARDING, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM AUSTRALIA, CANADA, JAPAN, THE UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT. 9 December 2015
South African corporate action information relating to the Consolidation of Lonmin Ordinary shares as set out in Prospectus published on 9 November 2015 (the 'Prospectus')
Definitions used in the Prospectus shall have the same meanings when used in this announcement, unless the context requires otherwise.
The Consolidation will change only the nominal value of Shares and the total number of Shares in issue (subject to the treatment of fractions arising from the Consolidation, as discussed below). In addition, each Intermediate Ordinary Share and each Consolidated Ordinary Share will carry the same rights as set out in the Articles of Association that apply to the Existing Shares (including in relation to voting, dividends and rights on a return of capital), save as to the nominal value.
The number of ordinary shares of Lonmin listed on the Official List and admitted to trading on the London Stock Exchange's main market for listed securities and listed and admitted to trading on the Main Board of the JSE will change as a result of the Consolidation. Applications have been made to the FCA, the London Stock Exchange and the JSE Ltd to reflect the Consolidation on the Official List and the JSE's Main Board, which will become effective at 9.00 a.m. (Johannesburg time) on 18 December 2015 and trade under ISIN: GB00BYSRJ698.
Where the Consolidation Ratio results in any Shareholder being entitled to a fraction of a Consolidated Ordinary Share, that Shareholder's shareholding would still be consolidated, and this will result in them no longer being a member of Lonmin in relation to that fractional holding. Arrangements will be put in place for any such fractional entitlements arising from the Consolidation to be aggregated and sold in the market on behalf of the relevant Shareholders. It is expected that proceeds of fractional entitlements will be distributed to Shareholders by 31 December 2015.
For purely illustrative purposes, an example of the effect of the Consolidation is set out below:
Intermediate ordinary share Consolidated Ordinary Share Fractional Entitlement (1) 1 0 0.01 99 0 0.99 100 1 0.00 150 1 0.50 1,000 10 0.00 46,521 465 0.21 100,000 1000 0.00
(1) The fractional entitlement represents the fraction of a Share which will be sold on behalf of a relevant Shareholder at the time of the Consolidation.
Although Shareholders will hold fewer ordinary shares than before, their shareholding as a proportion of the total number of ordinary shares in issue and therefore their ownership in Lonmin, will be the same before and after the Consolidation, subject to adjustments to reflect fractional entitlements arising from the Consolidation and the Rights Issue. TIMETABLE OF EVENTS IN SOUTH AFRICA
5:00 p.m. on Last day to trade for the Consolidation .................................................................................. 17 December 2015
9:00 a.m. on Effective time of the Consolidation ........................................................................................ 18 December 2015
5:00 p.m. on Record date for the Consolidation ......................................................................................... 24 December 2015
9:00 a.m. on Consolidated Shares credited to CSDP or broker accounts .................................................. 28 December 2015
Expected despatch of the definitive share certificates for the by 29 December 2015 Consolidated Shares .............................................................................................................
Proceeds from sales of fractional entitlements credited to CSDP By 31 December 2015 accounts and despatched to Shareholders holding shares in certificated form
(1) References to times in this timetable are to Johannesburg time.
(2) On the effective date of the Consolidation the ordinary shares will cease to trade under the existing ISIN number and will trade under the new ISIN GB00BYSRJ698 ENQUIRIES Investors / Analysts: Lonmin
Tanya Chikanza +44 20 7201 6007 +27 11 218 8358 Media: Cardew Group
Anthony Cardew / James Clark +44 20 7930 0777 Sue Vey +27 60 523 7953 IMPORTANT NOTICES
This announcement has been issued by, and is the sole responsibility of, Lonmin. This announcement is not an offer to sell or a solicitation of any offer to buy the securities of Lonmin in Australia, Canada, Japan, the United States of America or in any other jurisdiction where such offer or sale would be unlawful or to any person to whom it would be unlawful to make such offer or solicitation.
The information contained in this announcement is not for release, publication or distribution to persons in the United States of America or any Excluded Territory and should not be distributed, forwarded to or transmitted in or into any jurisdiction where to do so might constitute a violation of the securities laws or regulations of such jurisdiction. There will be no public offer of Lonmin securities in the United States of America or any Excluded Territory. The distribution of this announcement and/or the Prospectus and/or Lonmin securities into jurisdictions other than the United Kingdom and South Africa may be restricted by law, and, therefore, persons into whose possession this announcement and/or the information contained herein and/or the Prospectus and/or the Provisional Allotment Letter and/or the Form of Instruction comes should inform themselves about and observe any such restrictions. Any failure to comply with any such restrictions may constitute a violation of the securities laws of such jurisdiction. The securities of Lonmin have not been and will not be registered under the US Securities Act of 1933 (the "US Securities Act"), or with any securities regulatory authority of any State or other jurisdiction of the United States, and may not be offered, sold, resold, pledged, taken up, exercised, renounced, or otherwise delivered, distributed or transferred, directly or indirectly, into or within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and in compliance with any applicable securities laws of any State or other jurisdiction of the United States. Neither the content of the Company's website nor any website accessible by hyperlinks on the Company's website is incorporated in, or forms part of, this announcement.
Sponsor: J.P. Morgan Equities South Africa (Pty) Ltd
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Date: 09/12/2015 12:51:00 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

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