MML
MML
MML - Metmar Limited - Further Cautionary Announcement
Metmar Limited
Incorporated in the Republic of South Africa
Registration Number 1998/007269/06
Share Code: MML & ISIN Code: ZAE000078747
("Metmar" or "the Company")
FURTHER CAUTIONARY ANNOUNCEMENT
Background
Shareholders are referred to the announcements dated 28 May 2008, 30 May 2008,
18 June 2008, 24 November 2008 and 19 May 2009 which set out, inter alia,
information relating to the disposal of Metmar`s interest in PGR 17 Investments
(Pty) Limited ("PGR")and Mogale Alloys (Pty) Ltd ("Mogale").
Ruukki South Africa (Proprietary) Limited ("Ruukki SA") has now entered into a
new agreement dated 25 May 2009 with the PGR vendors ("the Vendors"), to sell
the entire equity of PGR and Mogale to Ruukki SA.
Ruukki SA is 100% owned by Ruukki Group PLC, A Finnish listed company.
Purchase consideration
The total purchase consideration is ZAR 2 billion for a 84.9 % interest in
Mogale, and consists of three payments:
- ZAR 1.2 billion in cash on or about 28 May 2009 ("Closing date" or the "
First Payment") so that ZAR 1125 million is paid to the Vendors and ZAR 75
million into a trust set up for Mogale management. Metmar`s share of the First
payment is ZAR 150.941 million plus interest amounting to ZAR 2.485 million;
- ZAR 200 million in cash as an unconditional deferred payment on the first
anniversary of the Closing date ("First deferred payment"). Metmar`s share of
the First deferred payment amounts to ZAR 26.834 million; and
- ZAR 600 million in cash as a conditional deferred payment by way of a 5-
year vendor loan arrangement ("Second deferred payment". Metmar`s share of the
Second deferred payment amounts to ZAR 70.439.
Metmar`s share of the above payments amounts to ZAR 248.215 million (ex
interest). The Vendors will hold 40% PGR and Mogale shares as collateral until
payment of the Second deferred payment.
All conditions precedent, save for the payment of the First Payment by 28 May
2009, have been met.
Further cautionary and detailed terms announcement
A detailed announcement will be made in due course detailing the revised terms
of the agreement once the Payment has been received. Accordingly, shareholders
are advised to exercise caution when dealing in the Company`s shares until the
detailed announcement is made.
Registered office:
24 Sloane Street, Bryanston, 2191
(PO Box 98549, Sloane Park, 2152)
Sponsor:
QuestCo Sponsor (Proprietary) Limited
25 May 2009
Date: 25/05/2009 16:00:06 Produced by the JSE SENS Department.
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