IMPALA PLATINUM HOLDINGS LTD - Indigenisation implementation plan
for Zimplats
Impala Platinum Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration No. 1957/001979/06)
ISIN: ZAE000083648
JSE Share Code : IMP
LSE Share Code : IPLA
ADR Code : IMPUY
("Implats" or "the Company")
NEWS RELEASE
11 January 2013
Implats agrees indigenisation implementation plan for
Zimplats
EMBARGO: For immediate release
Ticker symbols: Impala Platinum Holdings Limited ("Implats") is pleased to
announce that its 87% held subsidiary, Zimplats Holdings
JSE: Imp Limited (Zimplats Holdings"), has concluded a non-binding
term sheet in respect of proposed indigenisation
LSE: Ipla implementation plans ("IIP") with the Government of Zimbabwe
(as represented by the Ministry of Youth Development,
ADR: Impuy Indigenisation and Empowerment) ("the Government").
Queries: The term sheet, which will be signed today, stipulates the
key terms, subject to certain conditions precedent, for the
Bob Gilmour sale by Zimplats Holdings of an aggregate 51% equity
ownership ("the Indigenisation Shares") of Zimbabwe Platinum
+27 11 731 9013/43 Mines (Private) Limited ("Zimplats") to select Indigenous
Entities as set out below. Zimplats Holdings will retain the
+27 82 453 7100 balance of 49% of Zimplats.
Website: The purchase price for the Indigenisation Shares, after
taking into account the payment for the release of ground
www.implats.co.za obligation (in lieu of indigenisation credits), is US$971
million (R8.3 billion) ("the Transaction").
Ticker symbols:
Zimplats Holdings will facilitate the Transaction by
JSE: Imp providing vendor funding to the Indigenous Entities at an
interest rate of 10% per annum. The vendor financing will be
LSE: Ipla repayable from 85% of the dividends declared by Zimplats on
the Indigenisation Shares. The proceeds, as and when
ADR: Impuy received by Zimplats Holdings, will be declared as a
dividend to Implats or used to fund Zimplats Holdings' share
Queries: of funding requirements of Zimplats. Management of Zimplats
will remain with Zimplats Holdings.
Bob Gilmour
In terms of the IIP the following interests in Zimplats will
+27 11 731 9013/43 be sold to the parties named below, together constituting
the "Indigenous Entities" as referred to above :
+27 82 453 7100
* 10% to the Zimplats Mhondoro-Ngezi Chegutu Zvimba
Website: Community Share Ownership Trust ("Community Trust") for
the benefit of communities surrounding the business
www.implats.co.za operations.
Ticker symbols: * 10% to an employee share ownership trust for the benefit
of all full time indigenous employees.
JSE: Imp
* 31% to the National Indigenisation and Economic
LSE: Ipla Empowerment Fund ("NIEEF").
ADR: Impuy Zimplats has agreed to provide seed capital to the Community
Trust of an aggregate amount of US$10.0 million. The first
Queries: instalment of US$3.3 million was paid to the Community Trust
in June 2012, with the subsequent two instalments being
Bob Gilmour payable in financial years 2013 and 2014 respectively. This
will be construed as Corporate Social Investment spending by
+27 11 731 9013/43 Zimplats for the purposes of the applicable law.
+27 82 453 7100 Should future funding be raised by equity subscriptions,
then all parties are required to contribute their respective
Website: pro rata share, failing which dilution is provided for.
www.implats.co.za The Transaction is subject to certain conditions precedent,
including, amongst others:
* Implats, Zimplats Holdings, Zimplats and the Indigenous
Entities concluding definitive transaction agreements;
* the amendment of the 24 May 2006 Release of Ground
Agreement ("ROGA") to provide for a payment by the
Indigenous Entities to Zimplats of US$153 million in
settlement of the Government `s outstanding ROGA
obligations;
* that a certificate of compliance is issued confirming
current and future compliance by Implats, Zimplats
Holdings and Zimplats ("the Zimplats Group") with
applicable indigenisation laws and requirements
following the implementation of the IIP;
* the parties obtain all necessary regulatory approvals,
including Zimbabwe exchange control approval;
* the Zimplats Group entities obtain the requisite Board
and shareholder approvals required to implement the IIP;
and
* an exemption being obtained for Zimbabwean withholding
tax on interest paid by the Indigenous Entities to
Zimplats Holdings under the vendor financing
arrangements.
It was further agreed that by 30 June 2013 the Government
would use its best endeavours in good faith to, amongst
other things,:
* amend the 2012 Mining Regulations in such a manner so as
to reduce all ground rentals payable by Zimplats to the
same levels as were in force immediately prior to the
promulgation and coming into force of the 2012
regulations; and
* amend the Mining Agreement and fiscal terms currently
applicable to Zimplats such that Additional Profits Tax
and royalty rates are no worse than those granted/
provided to any other Platinum Group Metal mining entity
operating in Zimbabwe.
The parties have committed to co-operate to fulfil the
conditions precedent by 30 June 2013. The effective date of
the Transaction will be the date on which the conditions
precedent are fulfilled.
The negotiation and conclusion of the definitive transaction
agreements will critically affect the accounting treatment
of the Transaction. Shareholders will be advised once
binding definitive transaction agreements have been entered
into, which advice will include the detailed financial
effects of the transaction.
Terence Goodlace, CEO of Implats said: "This agreement
underlines our commitment to good corporate citizenship and
lays the foundation for the creation of a sustainable
Zimbabwean platinum mining company capable of attracting the
investment needed to deliver future benefits to our
shareholders, the people of Zimbabwe, our employees and the
local community."
ENDS
