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Update on the Status of the Subsequent Subscription Transaction: Ibhubesi Capital and General Status Update
Union Atlantic Minerals Limited
(Incorporated in the Republic of South Africa)
(Registration number 1998/001940/06)
Share code: UAT ISIN: ZAE000254314
(“UNION ATLANTIC MINERALS, UAT or the Company”)
Update on the Status of the Subsequent Subscription Transaction: Ibhubesi Capital and
General Status Update
The SENS announcement dated 13 September 2021 in terms of which shareholders were
advised that Ibhubesi Capital Proprietary Limited (“Ibhubesi Capital”) has confirmed its
intention to implement the conditional Option transaction referred to in the SENS published on
20 June 2020, and to that end had furnished the Company with a written undertaking to the
effect that it would, by no later than 30 September 2021, deposit in escrow with the Company’s
attorneys the sum of R24,200,000.00 for the subscription of 1,545,000,000 shares of the
Company (“Subsequent Subscription Shares”) which, upon issue, together with the
194,367,163 shares held by Ibhubesi Capital (“Initial Subscription Shares”), shall constitute
Ibhubesi Capital the holder of 51% of the entire issued share capital of the Company, refers.
Shareholders are advised that the Company, Ibhubesi Capital and DNG Energy Proprietary
Limited (“DNG”) have concluded an amendment and restatement of the share subscription and
option agreement on 17 March 2022, in terms of which the subscription transaction for the
Subsequent Subscription Shares will no longer be a conditional Option exercisable by Ibhubesi
Capital but instead a subscription transaction which will be implemented on the following
revised terms and conditions:
1. Ibhubesi Capital will deposit, in two tranches, the sum of R24,200,000.00 (“Subsequent
Subscription Price”) into escrow with the Company’s attorneys as follows:
1.1 R2,400,000.00 by no later than 7 April 2022; and
1.2 the balance, being R21,800,000.00, by no later than 7 May 2022;
2. as security for the obligations of Ibhubesi Capital referred to in 1 above, DNG (as guarantor)
will deliver (and has delivered timeously) to the Company an original corporate
guarantee executed in favour of the Company by no later than 21 March 2022; and
3. subject to the fulfilment, among other conditions, of a condition that independent
shareholders of the Company have waived the benefit of a Mandatory Offer in
accordance with Section 125(3)(b)(ii), read with Takeover Regulation 86, of the
Companies Act, 2008, Ibhubesi Capital will subscribe for, and the Company will issue
to Ibhubesi Capital, within 2 business days after the fulfilment of all conditions, the
Subsequent Subscription Shares for the Subsequent Subscription Price.
After implementation of the subscription transaction for the Subsequent Subscription Shares,
Ibhubesi Capital will be the majority shareholder of the Company.
GENERAL UPDATE AND OPERATING STRATEGY
South Africa is emerging from the coronavirus pandemic (COVID-19) which has had a
negative effect on the economy and business environment in the country. The weak commodity
markets worldwide during this time, as well as poor sentiment towards junior mining and
exploration companies, had an added negative impact on the Company.
As a consequence of the conflict in Europe, commodity prices in general have seen a resurgence
brought about by sanctions and the uncertainties as to the future course of the conflict. Whilst
stronger commodity prices have a positive impact on the resources sector, this positive
sentiment is not reflected in the immediate prospects for junior mining and exploration
companies.
During the time of uncertainty, the Company and its brownfields exploration projects were
managed on a care and maintenance basis with minimum staff and consultants retained, and
minimum fieldwork being pursued.
The Company has an interest in two projects in the Northern Cape, Rozynenbosch and
Renosterkop. On both projects further limited geological fieldwork and metallurgical testwork
is required to advance and add value by updating and compiling Competent Persons Reports
and project valuations. As stated on previous occasions, one of the objectives of management
in the medium term remains the acquisition of a cash generative project or business to
supplement the two brownfields exploration projects in the portfolio and to source a
cornerstone financier and shareholder to introduce cash and/ or cash generative projects to the
Company.
The previously articulated strategy, as described in the Integrated Report 2018, remains intact.
The focus of Union Atlantic Minerals Limited is on the exploration for, and production of,
metals required for the new technology age, which now includes metals and commodities
required for the generation and production of green energy solutions.
The directors and management of the Company will continue to consider all viable strategies
which would be value accretive and beneficial to UAT shareholders in the long term.
OUTLOOK
Management expects market and operating conditions in the coming year to remain volatile as
sentiment and policies fluctuate and the negative economic impact of the conflict in Europe
and the winding down of COVID-19 lockdowns and pandemic are realized, despite
significantly stronger commodity prices.
Despite the negative impacts of world events in the past years, management remain confident
that we will be able to deliver on the strategy initiated in February 2017. Management is
constantly running a process of identifying and securing a cornerstone investor and cash
generative project to secure the future of the Company.
Centurion
25 March 2022
Sponsor and Corporate Adviser
River Group
Ibhubesi Capital / DNG Energy
Media and Investor Relations
Thabo Sephuma
thabos@dng.energy
0108802935
Union Atlantic Minerals
Media and Investor Relations
James Duncan
jamesmairduncan@gmail.com
+27791841621
Date: 25-03-2022 07:15:00
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