TIDMCZA
RNS Number : 5795Y
Coal of Africa Limited
06 December 2017
ANNOUNCEMENT 6 December 2017
COMPLETION OF SHARE CONSOLIDATION AND UPDATE WITH REGARDS TO THE
NAME CHANGE
As previously announced, shareholders approved a 20 to 1
consolidation of shares (the "Consolidation") and change of name to
MC Mining Limited ("Name Change") at Coal of Africa Limited's
("CoAL" or the "Company") Annual General Meeting ("AGM") on 24
November 2017. The results of the AGM as well as previous
announcements detailing the Consolidation and Name Change processes
and timetables are available on the Company's website
www.coalofafrica.com.
Share Consolidation
The Company's shareholders are advised that the Consolidation of
CoAL's shares on the Australian Securities Exchange ("ASX"), AIM
Market of the London Stock Exchange ("AIM") and Johannesburg Stock
Exchange ("JSE") will be finalised today.
The Consolidation and Name Change has resulted in the temporary
divergent treatment of CoAL's International Securities
Identification Number ("ISIN") on the ASX, AIM and JSE and its
shares being suspended on AIM from 28 November 2017 to today, with
normal trading in the consolidated securities recommencing
tomorrow, Thursday 7 December 2017. The change of the ISIN also
resulted in the temporary suspension of CoAL's shares on the JSE on
27 November 2017 and precludes the transfer of the Company's shares
from or to the South African share register until the Name Change
process is complete. The Name Change is expected to occur in the
week commencing Monday, 11 December 2017.
The Consolidation process satisfied the requirements of Section
254H(1) of the Australian Corporations Act (the "Act"). In terms of
the Act, where the Consolidation resulted in a fraction of a
security being held by a security holder, Directors are authorised
to issue additional shares, rounding that fraction up to the
nearest whole security. This rounding-up ratio was applied to all
ordinary shares, share options, warrants and performance rights
issued by the Company and the exercise prices for options and
performance rights were amended in inverse proportion to that
ratio.
The table below details the effect of the Consolidation on the
Company's issued securities (ASX, AIM and JSE combined).
Security Number Exercise price Number of Securities Exercise price post
pre-Consolidation pre-Consolidation post Consolidation Consolidation
---------------------- ---------------------- ---------------------- ---------------------- ----------------------
Ordinary shares 2,817,584,530 - 140,879,585* -
---------------------- ---------------------- ---------------------- ---------------------- ----------------------
Share Options
exercisable on or
before 21 October
2018 20,000,000 ZAR1.32 1,000,000 ZAR26.40
---------------------- ---------------------- ---------------------- ---------------------- ----------------------
Share Options
exercisable on or
before 1 December
2018 5,000,000 GBP0.055 250,000 GBP1.10
---------------------- ---------------------- ---------------------- ---------------------- ----------------------
Warrants exercisable 48,175,033 ZAR0.60 2,408,752** ZAR12.00
on or before 16 June
2022
---------------------- ---------------------- ---------------------- ---------------------- ----------------------
Performance Rights
vesting on 1
December 2018 post
the resignation of Subject to vesting Subject to vesting
CoAL's CFO*** 20,544,116 conditions 1,027,209 conditions
---------------------- ---------------------- ---------------------- ---------------------- ----------------------
Performance Rights
vesting on 13
December 2019 post
the resignation of Subject to vesting Subject to vesting
CoAL's CFO(#) 21,657,462 conditions 1,082,875 conditions
---------------------- ---------------------- ---------------------- ---------------------- ----------------------
Performance Rights 12,512,214 Subject to vesting 625,611(###) Subject to vesting
for D.H. Brown, conditions conditions
CoAL's CEO, as
approved at the AGM
(not yet issued)
(##)
---------------------- ---------------------- ---------------------- ---------------------- ----------------------
* 358 new ordinary shares were issued to comply with the
Act.
** One additional new security was issued to comply with the
Act.
*** Four additional new securities were issued to comply with
the Act and 5,449,944 Performance Rights were cancelled on 30
November 2017 due to the resignation of D.O. Schutte, CoAL's
previous Chief Financial Officer, equating to the cancellation of
272,498 Performance Rights post Consolidation.
(#) Two additional new securities were issued to comply with the
Act and 7,983,715 Performance Rights were cancelled on 30 November
2017 due
to the resignation of D.O. Schutte, CoAL's previous Chief
Financial Officer, equating to the cancellation of 399,186
Performance Rights post Consolidation.
(##) Performance Rights approved at the AGM for D.O. Schutte,
CoAL's Chief Financial Officer, will not be granted due to his
resignation on 30
November 2017 and have been excluded from this calculation.
(###) One additional new security will be issued to comply with
the Act.
The completion of the Consolidation on the ASX, AIM and JSE
results in normal trading of Consolidated securities on or around
Thursday, 7 December 2017. The Company anticipates that holding
certificates reflecting the results of the Consolidation will be
sent to shareholders today, 6 December 2017. Following the
Consolidation, the ASX and AIM will utilise the ISIN AU000000CZA6
while the JSE will continue using the ISIN AU0000CZADC4, pending
the implementation of the new Name Change ISIN. The Company has
been communicating with the ASX and awaits the issuing of the Name
Change ISIN by the exchange and, will keep the market appraised in
this regard.
Application has been made for the post Consolidation new
ordinary shares to be admitted to trading on AIM and it is
anticipated that trading in such shares will commence on or around
Thursday, 7 December 2017 ("Admission"). Following the
Consolidation and Admission, the Company's enlarged issued share
capital will comprise 140,879,585 ordinary shares and it does not
hold any shares in treasury. The 140,879,585 ordinary shares may be
used by the Company's shareholders as the denominator for
calculations to assess whether they are required to notify their
interest in, or a change in their interest in, the Company's share
capital under the FCA's Disclosure and Transparency Rules.
Name Change
Shareholders approved the change the Company's name to MC Mining
Limited ("MC Mining") at the AGM resulting in the submission of the
necessary documents to the Australian Investments and Securities
Commission ("ASIC") to facilitate the Name Change. The requisite
ASIC approval has been received and the Company awaits the issue of
a new ISIN by the ASX prior to implementing the Name Change on the
ASX, AIM and JSE.
Shareholders on the South African register are reminded that due
to the Name Change processes, share certificates may not be
de-materialised or re-materialised between the ex-date and the
record date.
The Company expresses its appreciation to shareholders,
regulators and its advisors for their assistance to date,
facilitating the complex Consolidation and Name Change processes,
spanning multiple jurisdictions and diverse legislation and
regulations.
AUTHORISED BY:
Tony Bevan
Company Secretary
For more information contact:
Chief Executive +27 10 003
David Brown Officer Coal of Africa 8000
+27 10 003
Stephen Rowse Business Executive Coal of Africa 8000
Endeavour Corporate +61 08 9316
Tony Bevan Company Secretary Services 9100
Company advisors:
Ross Allister/ Nominated Adviser Peel Hunt +44 20
Richard Crichton and Broker LLP 7418 8900
Jos Simson/ Barney
Hayward/ Annabel Financial PR +44 20
de Morgan (United Kingdom) Tavistock 7920 3150
Charmane Russell/Olwen Financial PR R&A Strategic +27 11
Auret (South Africa) Communications 880 3924
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 Uitkomst Colliery, Makhado Project (coking and thermal
coal), Vele Colliery (coking and thermal coal) and the Greater
Soutpansberg Projects (MbeuYashu).
This announcement is inside information for the purposes of
article 7 of EU Regulation 596/2014.
Forward-Looking Statements
This Announcement, including information included or
incorporated by reference in this Announcement, may contain
"forward-looking statements" concerning CoAL that are subject to
risks and uncertainties. Generally, the words "will", "may",
"should", "continue", "believes", "expects", "intends",
"anticipates" or similar expressions identify forward-looking
statements. These forward-looking statements involve risks and
uncertainties that could cause actual results to differ materially
from those expressed in the forward-looking statements. Many of
these risks and uncertainties relate to factors that are beyond
CoAL's ability to control or estimate precisely, such as future
market conditions, changes in regulatory environment and the
behaviour of other market participants. CoAL cannot give any
assurance that such forward-looking statements will prove to have
been correct. The reader is cautioned not to place undue reliance
on these forward looking statements. CoAL assumes no obligation and
do not undertake any obligation to update or revise publicly any of
the forward-looking statements set out herein, whether as a result
of new information, future events or otherwise, except to the
extent legally required.
Statements of intention
Statements of intention are statements of current intentions
only, which may change as new information becomes available or
circumstances change.
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCKMMGZZVVGNZM
(END) Dow Jones Newswires
December 06, 2017 07:59 ET (12:59 GMT)
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