16th Apr 2008 07:00
Impala Platinum Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration No. 1957/001979/06)
ISIN: ZAE000083648JSE Share Code: IMPLSE Share Code: IPLAADR Code: IMPUY("Implats")
DISPOSAL BY IMPLATS OF ITS HOLDINGS IN AQUARIUS PLATINUM LIMITED ("AQP") AND AQUARIUS PLATINUM (SOUTH AFRICA) (PTY) LIMITED ("AQPSA")
1. Introduction
Shareholders are advised that Implats has entered into agreements with AQP and AQPSA in terms of which these companies will purchase Implats' entire interest in AQP and AQPSA respectively, through share buybacks. The combined cash consideration for both transactions amounts to approximately US$744 million (excluding Secondary Tax on Companies ("STC") credits). The salient terms of the transaction are outlined below.
2. Salient Terms of the Transactions
2.1. AQP Buyback
AQP will purchase Implats' holding of 21.4 million shares (approximately 8.4% of AQP's issued share capital) in AQP at a price of 6.71 pounds per share for a total consideration of 143.8 million pounds (US$ 285 million). The price was determined by taking a 10% discount to the 30-day volume weighted average price of 7.46 pounds on the close of business on 19 March 2008, the day the parties agreed the terms of the transaction.
2.2 AQPSA Buyback
AQPSA, a 54% held subsidiary of AQP, will purchase Implats' 20% holding in AQPSA for a total cash consideration of US$459 million (excluding STC credits).
Implats' board representatives on AQPSA's board, namely Les Paton and Francois Naude, will resign from the AQPSA board on completion of the transaction.
2.3 Conditions Precedent
The buyback of Implats' 8.4% holding in AQP and its 20% holding in AQPSA are inter-conditional. The transactions are subject to the fulfilment of the following conditions:
2.3.1 AQP and AQPSA obtaining the necessary funding for the share buyback.
2.3.2 AQP, AQPSA and Implats obtaining the necessary South African regulatory approvals for the implementation of the transactions.
3. Rationale
After conducting a portfolio review, Implats entered into discussions with AQP as its minority shareholdings in AQP and AQPSA were determined to be non core to Implats' operations and it was deemed an opportune time to realise value from its holdings in the AQP group. Implats has made an exceptional return on its investments in the AQP group and believes its decision to exit is not only mutually beneficial but also leaves AQP as a strong, independent platinum player. The board of Implats believes the terms of the transactions are attractive and in the best interests of shareholders.
The parties will, however, continue to enjoy a relationship through the offtake agreements with Marikana and Everest.
Implats is evaluating a number of options regarding the effective use of the proceeds and shareholders will be updated in due course.
4. Completion Date
The transaction is expected to be completed by the 25 April 2008 provided the conditions precedent have been met.
Johannesburg15 April 2008Financial Advisor to Implats
Morgan Stanley South Africa (Pty) Limited
Legal Advisor to ImplatsBell Dewar HallSponsor to Implats
Deutsche Securities (SA) (Pty) Limited
Corporate Tax Advisor to Implats
Dianne Dobson
The financial advisor to Implats in regard to the transaction is Morgan Stanley South Africa (Pty) Limited ("Morgan Stanley"). Morgan Stanley is acting exclusively for Implats and no-one else in connection with the matters described in this announcement and will not be responsible to anyone other than Implats for providing the protections afforded to clients of Morgan Stanley nor for providing advice in relation to the transaction or any other matter described in this announcement.
vendorRelated Shares:
AQP.L