27th Apr 2009 11:43
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 ANY JURISDICTION WHERE TO DO THE SAME WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
27 April 2009
Zijin Irrevocable Undertaking to Vote in Favour of Offer for Ridge Mining plc
On 26 March 2009 Aquarius Platinum Limited ("Aquarius") and Ridge Mining plc ("Ridge") announced the possible acquisition of Ridge by Aquarius (the "Acquisition").
Aquarius is now pleased to announce that it has received an irrevocable undertaking to vote in favour of the Acquisition and the Scheme in respect of 18,423,000 Ridge Shares held by Gold Mountains (H.K.) International Mining Company Ltd (a wholly owned subsidiary of Zijin Mining Group Co. Ltd.). This irrevocable undertaking will lapse if a press announcement pursuant to Rule 2.5 of the Code in relation to Aquarius' firm intention to proceed with the Acquisition is not released by 15 May 2009, or if the Scheme does not become effective, lapses or is withdrawn.
In total, Aquarius has now received irrevocable undertakings in respect of 30,083,017 Ridge Shares (representing 32.7 per cent. of Ridge's issued ordinary share capital) to vote in favour of the Acquisition and the Scheme at the Court Meeting and the General Meeting, including those irrevocable undertakings received from Blackrock Investment Management (UK) Ltd. and the directors of Ridge.
Capitalised terms used but not otherwise defined in this announcement have the meaning given to them in the announcement dated 26 March 2009.
A copy of this announcement will be available on Aquarius' website(www.aquariusplatinium.com).Enquiries:Aquarius Ridge In the UK & South Africa Francis Johnstone (Commercial Director) Nick Bias Tel: +44 (0)20 7379 1474 Tel: +41 (0)79 888 1642 In Australia: Willi Boehm Tel: +61 (0)8 9367 5211
Dealing disclosure requirements
Under the provisions of Rule 8.3 of the UK Takeover Code, if any person is, or becomes, "interested" (directly or indirectly) in 1 per cent. or more of any class of "relevant securities" of Aquarius or of Ridge, all "dealings" in any "relevant securities" of that 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 (GMT) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of Aquarius or Ridge, they will be deemed to be a single person for the purpose of Rule 8.3.
Under the provisions of Rule 8.1 of the UK Takeover Code, all "dealings" in "relevant securities" of Aquarius or of Ridge by Aquarius or Ridge, or by any of their respective "associates", must be disclosed by no later than 12.00 noon (GMT) on the London business day following the date of the relevant transaction.
A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk.
"Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities.
Terms in quotation marks are defined in the UK Takeover Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Panel.
REGISTERED OFFICE
Aquarius Platinum Limited - Clarendon House - 2 Church Street - Hamilton HMCX Bermuda
Email: info@aquariusplatinum.com
Telephone: +61 8 9367 5211
vendorRelated Shares:
AQP.L