26.03.2010 11:46 Disposal and Change of Name of Nominated Adviser For Immediate Release
EMERGING METALS LIMITED
("EML" or the "Company")
Disposal
Change of name of nominated adviser
The Company is pleased to announce that it has disposed of 50% of its entire holding of 17,835,294 shares in Kalahari Minerals plc ("KAH Shares") at a price of 185p per KAH Share and furthermore has entered in to an agreement, subject only to shareholders consent, to dispose of the remaining 50% of its holding at a price of 185p per KAH Share. The gross proceeds of the sale of the entire holding 17,835,294 KAH shares will be 32,995,293.90.
The first tranche of 8,917,647 KAH Shares (being 50% of EML's holding) was unconditionally sold on 25 March 2010 for a gross cash consideration of 16,497,646.95 ("Tranche 1") to Nippon Uranium Resources (Australia) Proprietary Limited, a wholly owned subsidiary of Itochu Corporation for settlement on 1 April 2010.
Under an agreement with Nippon Uranium Resources (Australia) Proprietary Limited dated 25 March 2010 the Company has agreed terms for the disposal of the second tranche of 8,917,647 KAH Shares (being the entire balance of EML's holding) for a gross cash consideration of 16,497,646.95 ("Tranche 2") is subject to EML shareholder approval at a general meeting of the Company which is expected to be convened for Friday 16th April 2010 (the "General Meeting") and will, if approved, be completed within six business days thereafter and in any event no later than 4 May 2010.
The total gross consideration for Tranches 1 and 2 combined will be 32,995,293.90 and after associated and direct costs the directors believe that the total net consideration will be in excess of 32,250,000. Subject to completion of the sale of both Tranches 1 and 2 the Company intends to distribute approximately 50% of the net proceeds of the Transaction to shareholders by way of a special dividend. The Directors anticipate that such special dividend will be in the region of 4.4 to 4.8 pence per EML share.
Under Aim Rule 15, following the disposal of both Tranches 1 and 2 the Company will be considered an investing company. A new investing strategy will be put to shareholders for approval at the General Meeting and the balance of the net sale proceeds will be applied in accordance with that strategy. The Company will have a period of twelve months from the date of the General Meeting to implement such strategy to the satisfaction of AIM.
Further details of the proposed investing strategy and other matters relating to the transaction will be contained in the notice of general meeting to be distributed by the Company within seven days of this announcement.
Kalahari Minerals plc is an AIM traded exploration and development company whose principal asset is a 39.1 per cent interest in Extract Resources Limited ('Extract Resources'), an ASX listed uranium exploration and development company with significant uranium assets in Namibia, namely the Husab uranium project comprising the Rossing South, Ida Dome and Hildenhof deposits.
The closing mid market price per KAH share on 25 March 2010 was 181p valuing EML's total holding of KAH shares at 32,281,882.
Change of name of nominated adviser
The Company's nominated adviser has changed its name from Blomfield Corporate Finance Limited to Religare Capital Markets (UK) Limited, trading as Religare Capital Markets.
Nippon Uranium Res. Acquisition of shareholding RNS Number : 2276J Nippon Uranium Resources (Aust) Ltd 26 March 2010
Nippon Uranium Resources (Australia) Pty Ltd - Acquisition of shareholding
Nippon Uranium Resources (Australia) Pty Ltd, a wholly owned subsidiary of ITOCHU Corporation ("ITOCHU") is pleased to announce that it has agreed to acquire shares in Kalahari Minerals plc ("Kalahari"), representing a 15% equity ownership.
This is a long term strategic shareholding in keeping with ITOCHU's strategy and, currently ITOCHU does not intend to make an offer for Kalahari.*
Takashi Yasuda, General Manager in the New Energy Department of ITOCHU said "I am extremely pleased that we are able to acquire a significant strategic stake in Kalahari which reflects our confidence in the management team of Kalahari and the prospects of the underlying uranium asset."
Background on ITOCHU
ITOCHU Corporation is incorporated in Japan and is listed on the Tokyo Stock Exchange. ITOCHU, one of the leading trading companies in Japan, is engaged in domestic trading, import/export, and overseas trading of various products such as textile, machinery, information and communications technology, aerospace, electronics, energy, metals, minerals, chemicals, forest products, general merchandise, food, finance, realty, insurance, and logistics services, as well as business investment in Japan and overseas.
*For the purposes of Rule 2.8 and other relevant provisions of the City Code on Takeovers and Mergers (the "City Code"), Itochu reserves the right to announce an offer or possible offer or make or participate in an offer or possible offer for Kalahari and/or take any other action which would otherwise be restricted under Rule 2.8 of the City Code within the next six months, in the event that:
(i) an agreement or recommendation from the board of Kalahari is or will be forthcoming; or
(ii) there is an announcement by a third party of a possible offer or a firm intention to make an offer for Kalahari or Kalahari announces that it has received an approach in relation to a possible offer from a third party; or
(iii) Kalahari announces a "whitewash" proposal for the purposes of Rule 9 of the City Code or a reverse takeover; or
(iv) there is a material change of circumstances.
Nomura acted as financial advisor to ITOCHU and Nippon Uranium Resources (Australia) Pty Ltd.
(20min delay)