Coal of Africa Limited Publication Of Offer Document (7072J)
December 21 2015 - 4:30AM
UK Regulatory
TIDMCZA
RNS Number : 7072J
Coal of Africa Limited
21 December 2015
ANNOUNCEMENT 21 December 2015
PUBLICATION OF OFFER DOCUMENT
Coal of Africa Limited (ASX, AIM and JSE: CZA) (CoAL) is pleased
to announce that pursuant to the joint announcement of a
recommended Offer to be made by CoAL for Universal Coal plc
(Universal) released on 26 November 2015 (the Joint Announcement),
that it has today lodged the Offer Document in relation to its
offer to acquire the entire issued and to be issued share capital
of Universal (the Offer), with the Australian Securities and
Investments Commission.
Under the terms of the Offer, CoAL is offering eligible
Universal shareholders (including holders of CDIs) the opportunity
to receive, for each Universal share held A$0.20 in cash and 1 new
fully paid ordinary share in CoAL (the Cash and Share Offer).
Certain Universal shareholders domiciled in the UK and other
excluded jurisdictions will not be entitled to participate in the
Cash and Share Offer but will instead be entitled to receive, for
each Universal share held, A$0.25 in cash (the Cash Offer).
In addition, subject to eligibility, Universal shareholders may
also elect to receive Loan Notes with a principal amount of A$0.25
for their Universal shares, either solely or in combination with
the Cash and Share Offer (as applicable).
The Independent Universal Directors unanimously recommend that
you accept the Offer, as they intend to do in respect of all of
their Universal Shares. In addition, CoAL has received signed
irrevocable undertakings to accept the Offer from Universal
Shareholders (including from the Independent Universal Directors
(subject to the discharge of their statutory and fiduciary duties
as directors)) in respect of 219,731,118 Universal Shares,
representing 43.37 per cent of Universal's total issued share
capital as at the date of this Offer Document.
CoAL shareholders representing 62.63% of CoAL's total issued
share capital have provided voting intention statements that they
presently intend to vote in favour of the Offer.
CoAL is further pleased to advise that the following key
conditions precedent to the Offer have been fulfilled, namely,
that:
1. the South African Competition Commission has unconditionally
approved in writing the implementation of the Offer; and
2. Mountain Rush Trading 6 Proprietary Limited provided its
written consent to the implementation of the Offer on terms
acceptable to CoAL, acting reasonably;
The Offer Document will be despatched to Universal shareholders
as soon as possible and, following receipt of the Offer Document,
Universal shareholders can accept the Offer.
Unless extended or withdrawn, the Offer remains open for
acceptances until 1.00pm (London time) on 3 March 2016. Holders of
CDIs must ensure that their acceptances are received by 7.00pm
(Sydney time) on 26 February 2016.
Full details of the Offer are outlined in the Offer
Document.
A copy of the offer document will be available on the CoAL
website at www.coalofafrica.com
ENDS
For more information contact:
Chief Executive +27 10 003
David Brown Officer Coal of Africa 8000
Chief Financial +27 10 003
De Wet Schutte Officer Coal of Africa 8000
+27 10 003
Celeste Riekert Investor Relations Coal of Africa 8000
Endeavour Corporate +61 08 9316
Tony Bevan Company Secretary Services 9100
Company advisors:
Robert Philpot/Dennis Qinisele Resources +27 11
Tucker Financial Adviser (Proprietary) 883 6358
Jos Simson/Emily Financial PR Limited +44 20
Fenton (United Kingdom) Tavistock 7920 3150
Nominated UK
Matthew Armitt/Ross Adviser and +44 20
Allister Broker Peel Hunt 7418 8900
Robert Smith/Tanya Nominated JSE LLP +27 11
Cesare Sponsor Investec Bank 286 7000
Charmane Russell/Olwen Financial PR Russell & +27 11
Auret (South Africa) Associates 880 3924
or
+27 82
372 5816
About CoAL:
CoAL is an AIM/ASX/JSE listed coal exploration, development and
mining company operating in South Africa. CoAL's key projects
include the Vele Colliery (coking and thermal coal), the Greater
Soutpansberg Project /MbeuYashu, including CoAL's Makhado Project
(coking and thermal coal).
This information is provided by RNS
The company news service from the London Stock Exchange
END
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