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Completion of Share Consolidation and Update with regards to The Name Change
Coal of Africa Limited
(Incorporated and registered in Australia)
Registration number ABN 008 905 388
ISIN AU0000CZADC4
JSE/ASX/AIM share code: CZA
ANNOUNCEMENT 6 December 2017
COMPLETION OF SHARE CONSOLIDATION AND UPDATE WITH REGARDS TO THE NAME CHANGE
As previously announced, shareholders approved a 20 to 1 consolidation of shares (the “Consolidation”) and
change of name to MC Mining Limited (“Name Change”) at Coal of Africa Limited’s (“CoAL” or the
“Company”) Annual General Meeting (“AGM”) on 24 November 2017. The results of the AGM as well as
previous announcements detailing the Consolidation and Name Change processes and timetables are
available on the Company’s website www.coalofafrica.com.
Share Consolidation
The Company’s shareholders are advised that the Consolidation of CoAL’s shares on the Australian
Securities Exchange (“ASX”), AIM Market of the London Stock Exchange (“AIM”) and Johannesburg Stock
Exchange (“JSE”) will be finalised today.
The Consolidation and Name Change has resulted in the temporary divergent treatment of CoAL’s
International Securities Identification Number (“ISIN”) on the ASX, AIM and JSE and its shares being
suspended on AIM from 28 November 2017 to today, with normal trading in the consolidated securities
recommencing tomorrow, Thursday 7 December 2017. The change of the ISIN also resulted in the temporary
suspension of CoAL’s shares on the JSE on 27 November 2017 and precludes the transfer of the Company’s
shares from or to the South African share register until the Name Change process is complete. The Name
Change is expected to occur in the week commencing Monday, 11 December 2017.
The Consolidation process satisfied the requirements of Section 254H(1) of the Australian Corporations Act
(the “Act”). In terms of the Act, where the Consolidation resulted in a fraction of a security being held by a
security holder, Directors are authorised to issue additional shares, rounding that fraction up to the nearest
whole security. This rounding-up ratio was applied to all ordinary shares, share options, warrants and
performance rights issued by the Company and the exercise prices for options and performance rights were
amended in inverse proportion to that ratio.
The table below details the effect of the Consolidation on the Company’s issued securities (ASX, AIM and
JSE combined).
Number of Exercise price
Number pre- Exercise price
Security Securities post post
Consolidation pre-Consolidation
Consolidation Consolidation
Ordinary shares 2,817,584,530 - 140,879,585* -
Number of Exercise price
Number pre- Exercise price
Security Securities post post
Consolidation pre-Consolidation
Consolidation Consolidation
Share Options exercisable on
20,000,000 ZAR1.32 1,000,000 ZAR26.40
or before 21 October 2018
Share Options exercisable on
5,000,000 GBP0.055 250,000 GBP1.10
or before 1 December 2018
Warrants exercisable on or
48,175,033 ZAR0.60 2,408,752** ZAR12.00
before 16 June 2022
Performance Rights vesting
Subject to vesting Subject to vesting
on 1 December 2018 post the 20,544,116 1,027,209
conditions conditions
resignation of CoAL’s CFO***
Performance Rights vesting
on 13 December 2019 post Subject to vesting Subject to vesting
21,657,462 1,082,875
the resignation of CoAL’s conditions conditions
CFO#
Performance Rights for D.H.
Brown, CoAL’s CEO, as Subject to vesting Subject to vesting
12,512,214 625,611###
approved at the AGM (not yet conditions conditions
issued) ##
* 358 new ordinary shares were issued to comply with the Act.
** One additional new security was issued to comply with the Act.
*** Four additional new securities were issued to comply with the Act and 5,449,944 Performance Rights were cancelled on 30 November
2017 due to the resignation of D.O. Schutte, CoAL’s previous Chief Financial Officer, equating to the cancellation of 272,498
Performance Rights post Consolidation.
#
Two additional new securities were issued to comply with the Act and 7,983,715 Performance Rights were cancelled on 30 November
2017 due to the resignation of D.O. Schutte, CoAL’s previous Chief Financial Officer, equating to the cancellation of 399,186
Performance Rights post Consolidation.
##
Performance Rights approved at the AGM for D.O. Schutte, CoAL’s Chief Financial Officer, will not be granted due to his resignation
on 30 November 2017 and have been excluded from this calculation.
###
One additional new security will be issued to comply with the Act.
The completion of the Consolidation on the ASX, AIM and JSE results in normal trading of Consolidated
securities on or around Thursday, 7 December 2017. The Company anticipates that holding certificates
reflecting the results of the Consolidation will be sent to shareholders today, 6 December 2017. Following the
Consolidation, the ASX and AIM will utilise the ISIN AU000000CZA6 while the JSE will continue using the
ISIN AU0000CZADC4, pending the implementation of the new Name Change ISIN. The Company has been
communicating with the ASX and awaits the issuing of the Name Change ISIN by the exchange and, will keep
the market appraised in this regard.
Application has been made for the post Consolidation new ordinary shares to be admitted to trading on AIM
and it is anticipated that trading in such shares will commence on or around Thursday, 7 December 2017
(“Admission”). Following the Consolidation and Admission, the Company's enlarged issued share capital will
comprise 140,879,585 ordinary shares and it does not hold any shares in treasury. The 140,879,585 ordinary
shares may be used by the Company’s shareholders as the denominator for calculations to assess whether
they are required to notify their interest in, or a change in their interest in, the Company’s share capital under
the FCA's Disclosure and Transparency Rules.
Name Change
Shareholders approved the change the Company’s name to MC Mining Limited (“MC Mining”) at the AGM
resulting in the submission of the necessary documents to the Australian Investments and Securities
Commission (“ASIC”) to facilitate the Name Change. The requisite ASIC approval has been received and the
Company awaits the issue of a new ISIN by the ASX prior to implementing the Name Change on the ASX,
AIM and JSE.
Shareholders on the South African register are reminded that due to the Name Change processes, share
certificates may not be de-materialised or re-materialised between the ex-date and the record date.
The Company expresses its appreciation to shareholders, regulators and its advisors for their assistance to
date, facilitating the complex Consolidation and Name Change processes, spanning multiple jurisdictions and
diverse legislation and regulations.
AUTHORISED BY:
Tony Bevan
Company Secretary
For more information contact:
David Brown Chief Executive Officer Coal of Africa +27 10 003 8000
Stephen Rowse Business Executive Coal of Africa +27 10 003 8000
Tony Bevan Company Secretary Endeavour Corporate Services +61 08 9316 9100
Company advisors:
Ross Allister/ Richard Crichton Nominated Adviser and Peel Hunt LLP +44 20 7418 8900
Broker
Jos Simson/ Barney Hayward/ Financial PR (United Tavistock +44 20 7920 3150
Annabel de Morgan Kingdom)
Charmane Russell/Olwen Auret Financial PR (South Africa) R&A Strategic +27 11 880 3924
Communications or
+27 82 372 5816
Investec Bank Limited is the nominated JSE Sponsor
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 Uitkomst Colliery, Makhado Project (coking and thermal coal), Vele Colliery (coking and thermal coal)
and the Greater Soutpansberg Projects (MbeuYashu).
This announcement is inside information for the purposes of article 7 of EU Regulation 596/2014.
Forward-Looking Statements
This Announcement, including information included or incorporated by reference in this Announcement, may contain
"forward-looking statements" concerning CoAL that are subject to risks and uncertainties. Generally, the words "will",
"may", "should", "continue", "believes", "expects", "intends", "anticipates" or similar expressions identify forward-looking
statements. These forward-looking statements involve risks and uncertainties that could cause actual results to differ
materially from those expressed in the forward-looking statements. Many of these risks and uncertainties relate to factors
that are beyond CoAL’s ability to control or estimate precisely, such as future market conditions, changes in regulatory
environment and the behaviour of other market participants. CoAL cannot give any assurance that such forward-looking
statements will prove to have been correct. The reader is cautioned not to place undue reliance on these forward looking
statements. CoAL assumes no obligation and do not undertake any obligation to update or revise publicly any of the
forward-looking statements set out herein, whether as a result of new information, future events or otherwise, except to the
extent legally required.
Statements of intention
Statements of intention are statements of current intentions only, which may change as new information becomes
available or circumstances change.
AU: Coal of Africa Limited, Suite 8, 7 The Esplanade, Mount Pleasant, Perth WA 6153, Australia, Tel: +61 8 9316 9100, Fax: +61 8 9316 5475
ZA: South Block, Summercon Office Park, Cnr Rockery Lane and Sunset Avenue, Lonehill, 2191, Tel: +27 10 003 8000 Fax: +27 11 388 8333 Email: adminza@coalofafrica.com
Bernard R. Pryor – Chairman, David H. Brown – Chief Executive Officer
Non-executive directors: Peter G. Cordin, Andrew D Mifflin, Khomotso B. Mosehla, Thabo F Mosololi, Rudolph H. Torlage, Shangren Ding
Date: 06/12/2017 02:45:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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