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 END -0- Jan/11/2013 07:00 GMT
IMPALA PLATINUM HOLDINGS LTD: Indigenisation implementation plan for Zimplats
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