7th Apr 2009 09:00
AQUARIUS PLATINUM LIMITED
ASX, LSE & JSE
ASX / LSE / JSE JOINT ANNOUNCEMENT
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR
FROM THE UNITED STATES, CANADA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO THE SAME WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
7 April 2009 Aquarius Platinum Limited ("Aquarius" or the "Company") Dealing disclosure requirements
Terms used in this announcement shall have the same meanings as set out in the prospectus published by Aquarius on 31 March 2008.
Further to the announcements made by the Company on 18 February 2009 and 26 March 2009 regarding a possible offer for Ridge Mining plc ("Ridge"), under the provisions of Rule 8.3 of the Takeover Code, if any person is, or becomes, 'interested' directly or indirectly in 1% or more of any class of 'relevant securities' of the Company, all 'dealings' in any 'relevant securities' of the Company (including by means of an option in respect of, or a derivative referenced to, any such 'relevant securities') must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction.
The directors of the Company announced on 26 March 2009 that the Company intended to raise approximately £47.7 million through the fully underwritten issue of 41,491,737 New Shares at a price of 115 pence per New Share, representing 10.0 per cent of the enlarged issued ordinary share capital of Aquarius on the basis of 1 New Share for every 9 Existing Shares (the "Rights Issue").
In connection with the Rights Issue, the Company has agreed with the Panel Executive that there is no requirement for dealings in entitlements to New Shares under the Rights Issue (whether nil paid or fully paid) to be disclosed under Rule 8 or Rule 38.5 of the Takeover Code provided that, under Rule 8.3, any person who is interested in 1% or more of any class of the Company's relevant securities at midnight on the day that the New Shares resulting from the Rights Issue are issued, or who was so interested at midnight on the preceding business day, and who in either case either (i) dealt in entitlements to New Shares under the Rights Issue (whether nil paid or fully paid) at any time or (ii) subscribed for all or part of their entitlements under the Rights Issue, must (without prejudice to any disclosure obligations arising otherwise than in relation to dealings in Rights Issue entitlements) disclose their aggregate interests, rights to subscribe and short positions in the Company's relevant securities by no later than 3.30pm on 1 May 2009, being the day following the date on which the New Shares resulting from the Rights Issue are issued.
Rules 8.1 and 38.5(b) should be applied accordingly, mutatis mutandis.
For the avoidance of doubt, there is no requirement under Rule 38.5(a) for aconnected exempt principal trader which has been granted recognisedintermediary status and which is acting in a client serving capacity todisclose either (i) dealings in entitlements to New Shares under the RightsIssue (whether nil paid or fully paid) or (ii) the subscription for New Sharesunder the Rights Issue.Enquiries:Aquarius In the UK & South Africa Nick Bias Tel: +41 (0)79 888 1642 In Australia: Willi Boehm Tel: +61 (0)8 9367 5211 Merrill Lynch Andrew Osborne or Will Smith Tel:+44 (0)20 7628 1000 Euroz Securities Doug Young Tel:+ 61 (0)8 9488 1400 Rand Merchant Bank Peter Hayward-Butt or Carel Vosloo Tel: 27 (0)11 282 8000 Lazard Peter Kiernan, Spiro Youakim or Chris Seherr-Thoss Tel:+44 (0)20 7187 2000
If you are in any doubt as to whether or not you are required to disclose a dealing, please contact an independent financial adviser authorised under the Financial Services Markets Act 2000, consult the Panel's website at http:// www.thetakeoverpanel.org.uk/ or contact the Panel on telephone number +44 20 7638 0129; fax +44 20 7236 7013.
These materials are not for distribution, directly or indirectly, in or into the United States (including its territories and dependencies, any State of the United States and the District of Columbia), Canada, or Japan. These materials do not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The securities mentioned herein (the "Securities") have not been, and will not be, registered under the United States Securities Act of 1933 (the "Securities Act").
The Securities may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. There will be no public offer of the Securities in the United States.
For further information please visit www.aquariusplatinum.com
REGISTERED OFFICE
Aquarius Platinum Limited â— Clarendon House â— 2 Church Street â— Hamilton HMCX Bermuda
Email: [email protected]
Telephone: +61 8 9367 5211
vendorRelated Shares:
AQP.L