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Publication of admission document and Notice of General Meeting
Coal of Africa Limited
(Incorporated and registered in Australia)
Registration number ABN 008 905 388
ISIN AU000000CZA6
JSE/ASX/AIM share code: CZA
("CoAL or the "Company" or the "Group")
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR PART) IN, INTO OR FROM ANY
JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF
SUCH JURISDICTION
1 February 2016
PUBLICATION OF ADMISSION DOCUMENT AND NOTICE OF GENERAL MEETING IN
RELATION TO THE RECOMMENDED OFFER FOR UNIVERSAL COAL PLC (“UNIVERSAL”)
On 21 December 2015, Coal of Africa Limited (ASX, AIM, JSE: CZA) (“CoAL” or the “Company”)
announced that it had lodged an offer document (the “Offer Document”) in relation to its offer to acquire
the entire issued and to be issued share capital of Universal (the “Offer”), with the Australian Securities
and Investments Commission. Under the terms of the Offer, CoAL is offering to acquire each Universal
Share for consideration of, subject to eligibility, A$0.20 in cash and 1 New CoAL Share, or a non-
converting, secured Loan Note with a principal amount of A$0.25 per Loan Note (the “Acquisition”).
The Board of CoAL is pleased to announce that, in connection with the Acquisition and the
consequential application for readmission of the Company's shares to trading on AIM (“Admission”) the
Company has today published an AIM admission document (“Admission Document”) which, among
other things, contains containing a formal notice convening a general meeting of CoAL's shareholders
(“General Meeting”) to seek shareholder approval, inter alia, for the Acquisition and the associated
subscription for new shares in CoAL The General Meeting will be held on 3 March 2016 at 10 a.m. at
the offices of Tavistock Communications, 8th Floor, 131 Finsbury Pavement, London, EC2A 1NT,
United Kingdom.
The Admission Document is available on the Company’s website www.coalofafrica.com.
In connection with the publication of the Admission Document, the Company announces that Competent
Person’s Reports on each of CoAL and Universal’s material assets have been published and are
available on the Company’s website. A separate announcement in respect of the Competent Persons
Reports has been released by each of CoAL and Universal this morning.
Bernard Pryor, CoAL’s Chairman, commented:
“We are pleased to publish the Admission Document today and Notice of General Meeting in relation
to the Offer for Universal, which has built a profitable thermal coal business that generates positive cash
flows despite the current depressed coal price environment. This proposed transaction creates a
platform that combines producing assets and near term projects from Universal’s assets with Coal of
Africa’s flagship medium term hard coking coal development projects.
I would like to thank our shareholders who have already shown their support. They, together with the
independent directors of Universal, recognise the synergies of the combined business and importantly
the opportunity that exists within the South African coal industry to create a leading business.”
An indicative timetable of the principal events associated with the Acquisition is given below. This
timetable is subject to change, and in particular CoAL advises that it intends to extend the closing
date of the Offer. A formal extension of the Offer will be made in due course.
Publication of the Admission Document 1 February 2016
Latest time and date for receipt of Form of Proxy 10:30 a.m. 1 March 2016
General Meeting 10:30 a.m. on 3 March 2016
Last date for acceptance of the Offer 3 March 2016(1)
Expected date of issue of the New Shares 7 March 2016(2)
Expected Date for Admission and commencement of 8 March 2016(3)
dealings in the Enlarged Issued Share Capital on AIM
Notes:
(1) All references to times in this timetable are to London times. Each of the dates and times in the
above timetable and elsewhere in this announcement are indicative only and subject to change. Any
such change will be notified by an announcement on a regulatory information service.
(2) The Company intends to extend the closing date of the Offer. A formal extension of the Offer will be
sent to Universal Shareholders in due course.
(3) This date will be extended in line with the proposed extension of the closing date of the Offer.
For more information contact:
David Brown Chief Executive Officer Coal of Africa +27 10 003 8000
De Wet Schutte Chief Financial Officer Coal of Africa +27 10 003 8000
Celeste Riekert Investor Relations Coal of Africa +27 10 003 8000
Tony Bevan Company Secretary Endeavour Corporate Services +61 08 9316 9100
Company advisors:
Matthew Armitt/Ross Nominated Adviser and Peel Hunt LLP +44 20 7418 8900
Allister/Richard Crichton Broker
Robert Philpot/Dennis Tucker Corporate Advisor Qinisele Resources +27 11 883 6358
Jos Simson/Emily Fenton Financial PR (United Tavistock +44 20 7920 3150
Kingdom)
Charmane Russell/Olwen Auret Financial PR (South Russell & Associates +27 11 880 3924 or
Africa) +27 82 372 5816
Investec Bank Limited is the nominated JSE Sponsor
014-3144-0897/1/EUROPE
About CoAL:
CoAL is an AIM/ASX/JSE listed coal exploration, development and mining company operating in South Africa. CoAL’s key
projects include the Vele Colliery (coking and thermal coal), the Greater Soutpansberg Project /MbeuYashu, including CoAL’s
Makhado Project (coking and thermal coal).
Important Information
The distribution of this announcement in jurisdictions other than the United Kingdom may be restricted by law and, therefore, any
persons who are subject to the laws of any jurisdiction other than the United Kingdom should inform themselves about, and
observe, any applicable requirements. Failure to comply with any such restrictions may constitute a violation of the securities
laws of any jurisdiction.
This announcement has been prepared for the purposes of complying with applicable law and regulation in the United Kingdom
and the information disclosed may not be the same as that which would have been disclosed if this announcement had been
prepared in accordance with the laws and regulations of any jurisdiction outside of the United Kingdom.
Peel Hunt LLP, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively
for CoAL as nominated adviser and broker in connection with Admission, and will not be responsible to any other person other
than the Company for providing the protections afforded to customers of Peel Hunt LLP or advising any other person in connection
with Admission, the contents of this announcement or any matter, transaction or arrangement referred to herein. Peel Hunt LLP
has not authorised or approved the contents or any part of this announcement. Apart from the responsibilities and liabilities, if
any, which may be imposed on Peel Hunt LLP by the Financial Services and Markets Act 2000 or the regulatory regime
established under it, Peel Hunt LLP does not accept any responsibility whatsoever for the contents of this announcement, and
no representation or warranty, express or implied, is made by Peel Hunt LLP with respect to the accuracy of any information or
opinions contained in this announcement or for the omission of any information from this announcement.
No person has been authorised to give any information or make any representations other than those contained in this
announcement and, if given or made, such information or representations must not be relied upon as having been authorised by
the Company or Peel Hunt LLP. Neither the Company or Peel Hunt LLP takes any responsibility for, or can provide assurance
as to the reliability of, other information that you might be given.
This announcement does not constitute, or form part of, and should not be construed as, an offer for sale or subscription or
solicitation of or invitation to make any offer to buy or subscribe for any securities. Neither this announcement nor any part of it
shall from the basis of or be relied on in connection with or act as an inducement to enter into any contract or commitment
whatsoever. The information in this announcement is for background purposes only and does not purport to be full or complete.
No reliance may or should be placed by any person for any purposes whatsoever on the information contained in this
announcement or on its completeness, accuracy or fairness. The information in this announcement is subject to change.
Date: 01/02/2016 09:37:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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