ANGLO AMERICAN PLATINUM LIMITED - Anglo American Platinum Accepts an Offer from Royal Bafokeng Platinum to Purchase its 33% Interest in BRPM JV

Release Date: 05/07/2018 08:00
Code(s): AMS
Wrap Text
Anglo American Platinum Accepts an Offer from Royal Bafokeng Platinum to Purchase its 33% Interest in BRPM JV

(Incorporated in the Republic of South Africa)
(Registration number: 1946/022452/06)
Share Code: AMS
ISIN: ZAE000013181
("Anglo American Platinum" or “the Company")

Anglo American Platinum accepts an offer from Royal Bafokeng Platinum to purchase its 33%
interest in the BRPM joint venture

Anglo American Platinum confirms that its wholly-owned subsidiary, Rustenburg Platinum Mines
Limited (“RPM”) has accepted an offer from Royal Bafokeng Platinum Limited ("RBPlat") to purchase
its 33% interest in the Bafokeng Rasimone Platinum Mine joint venture (“BRPM JV") for a total purchase
consideration of R1.863 billion (approximately US$135 million) (the "Transaction"). RPM entered into a
sale and purchase agreement ("SPA") on 4 July 2018 with RBPlat’s wholly-owned subsidiary Royal
Bafokeng Resources Proprietary Limited (“RBR”).

Chris Griffith, CEO of Anglo American Platinum commented on the Transaction:

“Anglo American Platinum has accepted an offer from Royal Bafokeng Platinum for our 33% interest in
the BRPM JV, whilst retaining the BRPM JV purchase of concentrate.

The Transaction allows RBPlat to increase its attributable resource and reserve base in BRPM, and
furthers empowerment in the PGM industry with RBPlat fully owning and operating low cost, high quality
assets with attractive growth optionality at Styldrift.

The disposal of interest in the BRPM JV will allow Anglo American Platinum to focus its capital allocation
into its own-managed mines and projects.”

Rationale for the Transaction

Exiting the BRPM JV allows Anglo American Platinum to focus its capital into its own-managed mines
and projects rather than into non-managed operations where it holds minority interests.

Anglo American Platinum will retain its right to process 50% of the BRPM JV concentrate for the life of
mine, and RBPlat will retain its termination right on the remaining 50% of BRPM JV concentrate every
five years, with the earliest termination being in August 2022.

Purchase Consideration

The purchase consideration of R1.863 billion will be increased by any capital contributions RPM makes
in respect of its 33% interest in the BRPM JV between signing of the SPA and completion of the
Transaction, such that RPM effectively ceases contributing into the BRPM JV from the signature date
of the SPA.

The upfront purchase consideration will be settled on the completion date of the Transaction
("Completion Date") by a cash payment by RBR equivalent to the proceeds RBPlat raises through a
5% capital raise of its shares in issue ("Capital Raise") amounting to c.R200 million at current market
prices, plus any capital contributions made by RPM to the BRPM JV between signing of the SPA and
the Completion Date.
Any portion of the purchase consideration remaining will be deferred and left outstanding on loan
account and escalated at a rate equivalent to RBPlat’s borrowing rate plus a premium of 2%.

The deferred consideration will be paid in three equal tranches after 1.5 years, 2.5 years and 3.5 years
from the Completion Date. RBPlat has the option to settle the outstanding consideration either in cash
or by the issue of additional RBPlat shares to RPM at each payment date. RBPlat can early settle any
part of the deferred consideration in cash within the payment period.

The purchase consideration will be used by Anglo American Platinum for capital at its own-managed
mines and projects.

Conditions Precedent

The Transaction remains subject to the fulfilment of the following conditions precedent by no later than
31 December 2018:
    • RBPlat shareholder approval;
    • RBPlat lenders approval; and
    • RBPlat implementing and completing the Capital Raise and receiving the proceeds of such
        capital raise.

The effective date of the Transaction is expected to be in Q3 2018.

Anglo American Platinum refers its stakeholders and shareholders to the announcement released by
RBPlat on the Stock Exchange News Service of the JSE Limited (“JSE”) (“SENS”) on 5 July 2018,
regarding the Transaction.

Johannesburg, South Africa

5 July 2018

Merrill Lynch South Africa Proprietary Limited

For further information, please contact:
Investors:                                       Media:
Emma Chapman                                     Mpumi Sithole
(SA) +27 (0) 11 373 6239                         (SA) +27 (0) 11 373 6246         

Notes to editors:

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 Group owns Unki Platinum Mine in Zimbabwe. 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.

Anglo American is a global diversified mining business and our products are the essential ingredients
in almost every aspect of modern life. Our portfolio of world-class competitive mining operations and
undeveloped resources provides the metals and minerals to meet the growing consumer-driven
demands of the world’s developed and maturing economies. With our people at the heart of our
business, we use innovative practices and the latest technologies to discover new resources and mine,
process, move and market our products to our customers around the world.

As a responsible miner – of diamonds (through De Beers), copper, platinum and other precious metals,
iron ore, coal and nickel – we are the custodians of what are precious natural resources. We work
together with our key partners and stakeholders to unlock the sustainable value that those resources
represent for our shareholders, the communities and countries in which we operate and for society at
large. Anglo American is re-imagining mining to improve people’s lives.

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