KABOKO LOCKS IN DEBT FUNDING AND LONG TERM OFF-TAKE AGREEMENT...

KABOKO LOCKS IN DEBT FUNDING AND LONG TERM OFF-TAKE AGREEMENT WITH NOBLE GROUP
Key Points:
? Loan documentation executed for staged US$10m Secured Prepayment Debt Facility with Noble Resources
Limited, a subsidiary of Noble Group Limited
? 10 year binding Manganese Ore Off-take Agreement executed for delivery of high grade manganese ore
from the Company’s Zambian Projects
? Prepayment Debt Facility to be used by the Company to fund further exploration and development of the
Company’s Zambian Manganese Projects through to full-scale production
Zambian focused manganese exploration and mining company Kaboko Mining Limited (ASX:KAB) (“Kaboko” or the
“Company”) has reached a major milestone in advancing its Zambian Manganese Projects after announcing the
signing of a 10 Year Manganese Ore Off-take Agreement and US$10m 30-month Secured Prepayment Debt Facility
(collectively the “Transaction”) with Noble Resources Limited (“Noble”).
Noble is a wholly owned subsidiary of Noble Group Limited, a global supply chain manager of agricultural and energy
products and metals, minerals and ores. Noble Group is listed in Singapore (SGX:N21), with headquarters in Hong
Kong and operates from over 140 locations.
The Transaction is considered by the Board to be a major step forward for the Company with the proceeds of the
US$10m Prepayment Facility to be used to complete further exploration and to advance its Zambian Manganese
Projects towards full-scale commercial production of a high grade and high quality export manganese ore product.
US$10m Prepayment Facility
The facility is to be advanced in two tranches upon satisfaction of a number of conditions precedent and subsequent:
? Tranche A - an initial advance of US$0.5m (already received by the Company) and subject to a number of
conditions subsequent including shareholder approval and ASX waivers in respect to the Transaction.
? Tranche A - a second advance of US$5.5m, that is forecast by the Company to be drawn down later this
Quarter, and upon satisfaction of a number of conditions precedent and final sign off by Noble and including,
amongst other things, execution of documentation in respect to the transportation and export of manganese
ore from the Company’s Projects; and
? Tranche B - an advance of US$4.0m upon delivery by the Company of 105,000 tonnes of manganese ore
under the 10 Year Manganese Ore Off-take Agreement.

Shareholder approval is required to approve the US$10m, 30-month Secured Prepayment Facility, the 10 Year
Manganese Ore Off-take Agreement, the security to be granted by the Company and certain of its subsidiaries in
favour of Noble. A Notice of Meeting will be distributed to shareholders shortly. In addition the Company is required
to seek waivers from ASX in respect of Listing Rule 6.18 in respect to the equity top-up rights, of ASX Listing Rule 10.1
in respect to any transaction contemplated by the Off-take Agreement and of ASX Listing Rule 7.3.2 in respect of the
transactions contemplated by the warrants. Shareholder approval and the ASX waivers are required to satisfy the
conditions subsequent for Tranche A under the Transaction. If the conditions subsequent for Tranche A are not
satisfied within 8 weeks the initial US$0.5m advance will become due and repayable.
10 Year Manganese Ore Off-take Agreement
In addition to the US$10m Prepayment Facility, the Company and Noble have also entered into a binding 10 Year
Manganese Ore Off-take Agreement.
Under the terms of the Off-take Agreement, the Company will deliver to Noble approx. 180,000 DMT per year of a
minimum 48% manganese lump ore from the Company’s Zambian Manganese Projects on a quarterly basis over an
initial 10 year term. The total amount of manganese ore to be delivered under the agreement will be no less than
1,680,000 DMT of manganese ore production from the Zambian Manganese Projects.
Manganese ore sold under the Off-take Agreement will be priced based on the BHP reference price (expressed in US$
DMTU (per dry metric ton unit Mn content)), CIF China basis.
The Company anticipates the first exports under the Off-take Agreement to commence in the 4th Quarter 2012 with
CIF deliveries to ports in India, China and the Middle East, or other ports as agreed by the parties.
Production from the Emmanuel, Peco and Kanona projects is proposed to be the primary source of high grade
manganese ore product to be delivered into the Off-take Agreement with Noble. Exploration and resource definition
drilling as well as further mine optimisation studies are currently underway at these projects.
Kaboko’s Executive Director Jason Brewer said:
“The signing of the Off-take Agreement and execution of loan documentation for the US$10m Prepayment
Facility with Noble represents a further milestone for the Company in its plans to become an established and
profitable high grade manganese ore mining and exploration company.”
“Attracting such an established and strategic industry group as Noble to both invest in our business and to
enter into a long term off-take agreement is a major step forward for the Company and our shareholders
and is also testament to the quality and potential of our Zambian Manganese Projects. We are very pleased
that we have been able to attract such a successful group as Noble to invest in the growth of our Company
at such an early stage and we look forward to working with them.”
As part of the Transaction a representative of Noble may be appointed to the Board of the Company following the
drawing of the initial advance under Tranche A of US$0.5m by the Company.
Empire Equity Ltd, a UK based investment banking group acted as the Company’s exclusive corporate advisor in
relation to the Transaction.