Coal of Africa Limited UPDATE: RECOMMENDED OFFER FOR UNIVERSAL COAL PLC (1833Y)

TIDMCZA

RNS Number : 1833Y

Coal of Africa Limited

13 May 2016

ANNOUNCEMENT 13 May 2016

UPDATE: RECOMMENDED OFFER FOR UNIVERSAL COAL PLC

EXTENSION OF OFFER TO 24 JUNE 2016

Coal of Africa Limited (ASX, AIM and JSE: CZA) (CoAL) announces an update on its recommended Offer for Universal Coal plc (Universal), announced on 26 November 2015.

Extension of Offer for Universal Coal plc

CoAL wishes to advise that it has extended the Offer Period of the Offer, such that the Closing Date is now 24 June 2016.

The rationale for extending the Offer Period is to allow CoAL sufficient time to finalise the two new subscription agreements with Hengshun Zhongsheng Group Co., Ltd and Summer Trees PTE. Ltd ("the Subscribers") pursuant to which the Subscribers will subscribe for 229,885,058 and 114,942,529 CoAL Shares respectively at a price of US$0.0435 (approximately A$0.05932) per CoAL Share, for total proceeds of US$15 million ("New Subscription Agreements").

It is intended that these New Subscription Agreements will replace the YBI Subscription Agreement which was intended to be replaced by a US$15 million loan to be made available to CoAL by YBI as first noted in the notice of variation dated 8 April 2016.

Full details of the terms of the New Subscription Agreements will be disclosed if, and when, the New Subscription Agreements are signed.

CoAL expects the Offer to proceed according to the revised indicative timetable set out below.

The dates and times set out in the timetable below are indicative only and may change in accordance with the terms and conditions of the Offer, to the extent permitted by law and as described in the Offer Document. In particular, the period during which the Offer is open for acceptance may be further extended by CoAL (where permitted by law).

 
 CDI Acceptance Expiry Time              7.00pm (Sydney 
                                          time) on 20 
                                          June 2016 
--------------------------------------  --------------- 
 Final date for receipt of TTE           1.00pm (London 
  Instructions and Forms of Acceptance    time) on 24 
                                          June 2016 
--------------------------------------  --------------- 
 Closing Date of the Offer (unless       1.00pm (London 
  the Offer Period is extended)           time) on 24 
                                          June 2016 
--------------------------------------  --------------- 
 Expected date by which settlement       On or around 
  of consideration will first             1 July 2016 
  occur* 
--------------------------------------  --------------- 
 Readmission of CoAL Shares              On or around 
  to trading on AIM*                      4 July 2016 
--------------------------------------  --------------- 
 Trading of Consideration Shares         On or around 
  on AIM, ASX and JSE*                    4 July 2016 
--------------------------------------  ---------------

* CoAL will pay the cash and/or issue the Consideration Shares and/or Loan Notes to which accepting Universal Shareholders are entitled within 14 calendar days of the date on which the Offer becomes or is declared wholly unconditional or, in relation to valid acceptances received after this date but while the Offer remains open for acceptance, within 14 calendar days of that acceptance.

The full notice of Notice of Variation is available on the Company's website (www.coalofafrica.com) and this announcement should be read in conjunction with that Notice of Variation. Universal Shareholders and CDI Holders should refer to the Offer Document for further instructions regarding how to accept the Offer

Status of Acceptances

CoAL wishes to advise that, as at the date of this Notice, it has received acceptances of the Offer from Universal Shareholders (including Universal CDI Holders) representing 472,404,977 Universal Shares, equating to approximately 93.23% of the total number of Universal Shares on issue.

Authorised by

David Brown

Chief Executive Officer

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 
                    Investor                                    +27 10 003 
 Celeste Riekert     Relations           Coal of Africa          8000 
                                         Endeavour Corporate    +61 08 9316 
 Tony Bevan         Company Secretary     Services               9100

Company advisors:

 
 Matthew Armitt/Ross       Nominated 
  Allister/ Richard         Adviser and    Peel Hunt             +44 20 
  Crichton                  Broker          LLP                   7418 8900 
 Robert Philpot/Dennis     Corporate                             +27 11 
  Tucker                    Advisor        Qinisele Resources     883 6358 
                           Financial 
 Jos Simson/Emily           PR (United                           +44 20 
  Fenton                    Kingdom)       Tavistock              7920 3150 
 Charmane Russell/Olwen    Financial       Russell &             +27 11 
  Auret                     PR (South       Associates            880 3924 
                            Africa)                               or 
                                                                  +27 82 
                                                                  372 5816

Investec Bank Limited is the nominated JSE Sponsor

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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