Africo Resources Ltd.: Letter to shareholders.TORONTO Toronto (tərŏn`tō), city (1998 est pop. 2,400,000), provincial capital, S Ont., Canada, on Lake Ontario. Toronto is the largest city in Canada and since the 1970s has been one of the fastest-changing cities in North America, experiencing -- Dear shareholder You will undoubtedly be aware of perplexing per·plex tr.v. per·plexed, per·plex·ing, per·plex·es 1. To confuse or trouble with uncertainty or doubt. See Synonyms at puzzle. 2. To make confusedly intricate; complicate. and frustrating frus·trate tr.v. frus·trat·ed, frus·trat·ing, frus·trates 1. a. To prevent from accomplishing a purpose or fulfilling a desire; thwart: developments in Africo's various and strenuous stren·u·ous adj. 1. Requiring great effort, energy, or exertion: a strenuous task. 2. Vigorously active; energetic or zealous. efforts to affirm its ownership of the Kalukundi Property (Kalukundi) in the Democratic Republic of the Congo Congo, river, Africa Congo (kŏng`gō) or Zaïre (zī`ēr, zäēr`), great river of equatorial Africa, c. (DRC DRC Democratic Republic of Congo DRC Down (Stage) Right Center DRC Director(ate) of Reserve Components DRC Disability Rights Commission (United Kingdom) ). These efforts have been both legal and diplomatic in nature, and generally complex to say the least. Our Board, which consists of Chris CHRIS Chemical Hazards Response Information System (US DoD) CHRIS California Historical Resources Information System CHRIS Computerized Human Resources Information System CHRIS Command Human Resources Intelligence System Theodoropoulos, David Adamson “Adamson” redirects here. For other uses, see Adamson (disambiguation).
The Adamson was an English car manufactured in Enfield, Middlesex, from 1912 to 1925. , Tinus Maree and John Dixon John Dixon, M.D. was a resident of small town Oakdale on the American TV soap opera, As the World Turns. He was portrayed by Larry Bryggman from July 18, 1969 until December 14, 2004. , and I have thus taken the view that it is the right time to provide you, and the media, with a clear summary of the facts that we intend to publicize pub·li·cize tr.v. pub·li·cized, pub·li·ciz·ing, pub·li·ciz·es To give publicity to. publicize or -cise Verb [-cizing, -cized] as widely as possible in order both to improve understanding of and support for Africo's position. Allow me, therefore, to provide this background information and update on the situation as follows:
- Until April of this year, Africo Resources Ltd. (Africo) had
no reason whatsoever to believe that it did not hold a 75%
controlling interest in Kalukundi in the DRC through a
subsidiary H&J Swanepoel Family Trust s.p.r.l., in
partnership with State-owned mining company La Generale des
Carrieres et des Mines (Gecamines), who hold the remaining
25%.
- Africo's intention was to totally fund and fast-track the
high grade copper/cobalt Kalukundi deposit into production by
2008/2009, with initial targets of 16 400 tonnes copper and
3 800 tonnes cobalt a year, off an initial reserve base of
7.8 million tonnes.
- Africo raised C$20 million in a private placement in December
2006 just prior to its successful listing on the Toronto
Stock Exchange and steps were immediately taken to raise the
balance of the total estimated capital cost of C$210 million
to build the mine. Anticipated profit margins and near-term
cashflow held out the prospect of payback within four years
based on long-term metal prices of US$1.25/lb copper and
US$12/lb cobalt. It was expected that the new mine would
create more than 500 jobs (more than 80% of these to be
filled by Congolese citizens), with substantial resources
earmarked for infrastructural development and community
investment, notably in the areas of housing, health and
education.
- In April 2007, Africo became aware of a Lubumbashi court
decision accepting a claim by a company called Akam Mining
s.p.r.l. (Akam) that it had acquired a 75% interest in
Swanmines s.p.r.l. (Swanmines), the entity that owns
Kalukundi for US$600 000 at a sale in execution, of which
Africo had received no notice. The sale in execution followed
a Lubumbashi court judgement obtained against Africo by a
former employee, Mr Alejandro Berardone, for the payment of
damages of US$3,000,400 relating to Africo's non-renewal of
his employment contract, a judgement Africo was already in
the process of appealing. Africo was given no prior notice of
the hearings and has in its possession a Termination of
Employment Contract dated 19 July 2005, pursuant to which Mr
Beradone agreed to accept certain payments and other benefits
in full and final settlement of his contract with Africo. A
copy of this contract is available on the Africo website
(www.africoresources.com).
- The negative effect of the Akam decision on Africo's capital
raising initiatives was felt immediately. Shortly before the
27 April news release, Africo announced that it had entered
into a C$130 million financing arrangement with an
underwriting syndicate consisting of Paradigm Capital and GMP
Securities. As a result, it was obliged to announce that the
parties to the financing arrangement had agreed to withdraw.
While Africo had initiated legal action to have the Berardone
judgement set aside at the time, the Akam decision prompted
further legal steps as well as diplomatic initiatives. The
former included the bringing of a motion of judicial
misconduct in respect of the Berardone judgement and the Akam
decision in the Supreme Court in Kinshasa. The latter
included an appeal to the Government of the DRC, through a
range of diplomatic and ministerial offices, for assurances
that Africo's concerns would be dealt with in accordance with
applicable laws.
- From May 2007 progress was made in respect of the motion of
judicial misconduct and Africo had some cause to believe that
its efforts to have both the Berardone judgement and Akam
decision set aside would be successful. The Supreme Court had
ruled that there was a case to answer on 20th June and heard
the case on 27th July. The 3 Lubumbashi judges were
represented on 27th July, by lawyers Herve Ngoy-Kalumba Banza
and Roger Masamba, the same lawyers who have represented both
Berardone and Akam Mining in the Lubumbashi Court.
- On 24 July, Africo announced that it had agreed to a
financing proposal from the International Finance Corporation
(IFC), the financing arm of the World Bank in terms of which
the IFC would take a US$7.6 million equity position in Africo
and provide debt financing of approximately US$40 million. In
light of our situation, we are currently renegotiating this
financing and the IFC has agreed to extend the closing for a
further 45 days from September 5th.
- On 10 August, the Supreme Court in Kinsasha, on the matter of
the motion of judicial misconduct, determined that it could
not examine the actions of the judges responsible for the
Berardone judgement and the Akam decision as these had taken
the form of 'orders' and not 'judgements'. The legality of
this outcome needs to be determined, as our DRC counsel
indicated it was not congruent with the decisions made by the
same Court on 20th June and 27th July.
In addition, Africo has appeals pending on the initial
judgment in favour of Mr. Berardone and on the purported
share sale of the shares in Swanmines sprl, which are
scheduled for appearance in late October, 2007. Furthermore,
Africo's counsel in the DRC is considering other potential
legal recourses.
Further, Africo intends to substantially increase the level of its
lobbying for understanding and support of its position amongst
stakeholders both in the DRC and internationally.
Africo is motivated in pursing these courses of action by:
- a profound sense of grievance at what is clearly an attempted
theft of its asset by third parties through the systematic
misuse of the judicial system; and
- a determination to finish what it set out to do - that is,
ensure the development of the Kalukundi deposit becomes a
reality for the benefit of shareholders, the DRC Government
and the people of the DRC.
I look forward to reporting to you on behalf of the Board on more positive developments soon, and I thank you for your continued support. Yours truly, Dr Antony Antony or Marc Antony, Lat. Marcus Antonius, c.83 B.C.–30 B.C., Roman politican and soldier. He was of a distinguished family; his mother was a relative of Julius Caesar. Harwood Harwood may refer to: People with the surname Harwood:
President and Chief Executive Officer Forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. : This news release contains certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical fact, that address events or developments that Africo expects to occur, are forward looking statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although Africo believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include market prices, exploitation Exploitation See also Opportunism. Barnum, P. T. (1810–1891) circus impressario famous for his saying, “Never give a sucker an even break.” [Am. Hist. and exploration success, continued availability of capital and financing and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward looking statements are based on the beliefs, estimates and opinions of Africo's management on the date the statements are made. Africo undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change. The Toronto Stock Exchange Toronto Stock Exchange (TSE) Canada's largest stock exchange, trading approximately 1,200 company stocks and 33 options. has not reviewed and does not accept responsibility for the adequacy or accuracy of this release. |
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