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Proposed Acquisition of Assets of Messina Copper (Botswana) (Pty) Ltd (in liquidation) by Leboam Holdings (Pty) Ltd
ZCI Limited
(Bermudian registration number 661:1969
(South African registration number 1970/000023/10)
JSE share code: ZCI ISIN: BMG9887P1068
Euronext share code: BMG9887P1068
("ZCI" or "the Company" or “the Group”)
PROPOSED ACQUISITION OF ASSETS OF MESSINA COPPER (BOTSWANA) (PTY) LTD (IN
LIQUIDATION) BY LEBOAM HOLDINGS (PTY) LTD
Shareholders are referred to the cautionary announcement by ZCI on 2 August 2016, wherein shareholders
were advised that a second meeting of creditors of Messina Copper (Bostwana) (Pty) Ltd (in liquidation)
(“Messina”) was held on 28 July 2016, where it was resolved that the Messina Liquidator be authorised to
accept an offer in respect of the disposal of the assets of Messina (the “Offer”), subject to agreement to the
suspensive conditions to the Offer being met by 28 October 2016, as well as the approval of the Messina
Liquidators report tabled at the meeting. Shareholders are further referred to the cautionary announcement
on 14 November 2016 wherein shareholders were advised that negotiations by the Messina Liquidator with
the preferred bidder were in progress and that the longstop date for the satisfaction of the suspensive
conditions relating to the Offer had been extended by the Master of the High Court until 30 November 2016
and it was ZCI’s expectation that the Messina Liquidator would report to Messina’s creditors once the Offer
terms had been finalised and suspensive conditions had been met.
ZCI wishes to advise shareholders that the Messina Liquidator has received a proposal from the preferred
bidder, Leboam Holdings (Pty) Ltd (“Leboam”) to acquire the Messina assets. Leboam, the acquiring
enterprise, is an entity registered under the Laws of Botswana and is wholly owned by Cradle Arc
Investments (Pty) Ltd (“Cradle Arc”). Cradle Arc is a newly registered entity under the Laws of Botswana,
established for the purposes of this transaction. Cradle Arc is, currently, wholly owned by PenMin (Pty) Ltd
(“PenMin”), an entity incorporated in accordance with the Laws of South Africa. PenMin is an entity that
offers mining, infrastructure and construction business solutions. With effect from the acquisition effective
date, ZCI will become a shareholder in Leboam.
The acquisition of the Messina assets by Leboam will be subject to certain suspensive conditions to the Offer
being satisfied including approval by the Competition Authority of Botswana, in accordance with section
56(1) of the Competition Act under which a merger notification will shortly be published.
The Company will provide updates to stakeholders as and when further information becomes available.
Bermuda
22 November 2016
Sponsor: Bridge Capital Advisors (Pty) Ltd
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