Agreement to acquire an interest in Shanduka Gold

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[{"type":"text","content":"\n \nPAN AFRICAN RESOURCES PLC\n\n(Incorporated and registered in England and Wales under Companies Act 1985 with registered number 3937466 on 25 February 2000)\n\nShare code on AIM: PAF\n\nShare code on JSE: PAN\n\nISIN: GB0004300496\n\n(“Pan African” or the “Company”)\n\nPAN AFRICAN AGREES TO ACQUIRE AN INTEREST IN SHANDUKA GOLD\n\n1. INTRODUCTION\n\nPan African shareholders (“Shareholders”) were previously advised through a SENS announcement, dated 9 June 2015, that following the merger between Shanduka Group Proprietary Limited and the Pembani Group Proprietary Limited (“Merger”), the direct shareholding in Shanduka Gold Proprietary Limited (“Shanduka Gold”) is held by the following entities:\n\n\nThe Mabindu Business Development Trust (“Mabindu”) (49.5%);\n\nJadeite Limited (33.6%), an investment vehicle of the China Investment Corporation; and\n\nThe Standard Bank of South Africa Limited (16.9%) (“Sale Shares”).\n\n\nPan African has today entered into a sale of shares agreement (“Agreement”) in terms of which it has agreed to acquire the Sale Shares (“Acquisition”). The value of the Sale Shares may be determined with reference to the Sale Share’s pro rata interest, net of liabilities, in the Pan African shares held by Shanduka Gold. This value is further augmented pursuant to a notional vendor financing arrangement attached to the Shanduka Gold shares held by Mabindu.\n\nThe Acquisition purchase consideration will be settled in cash but remains, pursuant to the Agreement, confidential and will be disclosed and reported after the closing date. The Acquisition purchase consideration was agreed at a discount to the prevailing Pan African share price and considers valuation adjustments ordinary to a transaction of this nature.\n\nFunding for the Acquisition and related expenses shall be sourced from existing cash resources and facilities. The Acquisition will not affect the Company’s operations or its ability to continue paying dividends.\n\n2. BACKGROUND TO AND RATIONALE FOR THE ACQUISITION\n\nShanduka Gold is Pan African’s primary black economic empowerment shareholder with its sole asset being a 23.8% interest in the issued share capital of Pan African. Following the Merger, Pan African engaged with the Shanduka Gold shareholders to establish a structure through which the existing r...

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