Anooraq-Pelawan Ga-Phasha PGM Project Agreement Update.News Editors/Business Editors VANCOUVER, British Columbia--(BUSINESS WIRE)--April 20, 2004 Ronald W. Thiessen, President and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. of Anooraq Resources Corporation (AMEX AMEX See: American Stock Exchange :ANO Noun 1. ANO - a Palestinian international terrorist organization that split from the PLO in 1974; has conducted terrorist attacks in 20 countries; "in the 1980s the Fatah-RC was considered the most dangerous and murderous Palestinian terror group" ) (TSX TSX Toronto Stock Exchange (TSE before April, 2002) TSX Transfer from Stack Pointer to Index TSX True Space Extension VENTURE:ARQ (Automatic Repeat reQuest) A method of handling communications errors in which the receiving station requests retransmission if an error occurs. ARQ - Automatic Repeat Request ) is pleased to provide an update on the progress of the transaction with Pelawan Investments (Proprietary) Limited ("Pelawan"), whereby Anooraq will acquire Pelawan's 50% participation interest in the Ga-Phasha Platinum Group The platinum group (alternatively, the platinum group metals or platinum metals) is a collective name sometimes used for six metallic elements clustered together in the periodic table. Metals ("PGM PGM Program PGM Pragmatic General Multicast PGM Phosphoglucomutase PgM Program Manager PGM Platinum Group Metal PGM Pagemaker (software) PGM Portable Gray Map PGM Precision Guided Munition ") Project (the "Ga-Phasha Project"). The Ga-Phasha Project is an advanced-stage PGM prospect located on the Eastern Limb of the Bushveld bushveld Noun S African bushy countryside [Afrikaans] Complex in South Africa, adjacent to Anglo American Platinum Corporation Limited's ("Anglo Platinum") Twickenham Project. Anglo Platinum and Pelawan are negotiating to conclude a development and operating joint venture for the Ga-Phasha Project, pursuant to an existing agreement-in-principle ("the Joint Venture"). Combining Pelawan's Ga-Phasha Project interest on the Eastern Limb with Anooraq's extensive mineral property interests on the Northern Limb will result in the creation of a Black Economic Empowerment Black Economic Empowerment (BEE) is a program launched by the South African government to redress the inequalities of Apartheid by giving previously disadvantaged groups (black Africans, Coloureds and Indians) economic opportunities previously not available to them. ("BEE") company with very substantial and well-advanced PGM assets. In addition, since Pelawan is a BEE, as defined in South African legislation, the Anooraq-Pelawan transaction will position Anooraq to be qualified as a BEE company, affording the Company additional opportunities and greater flexibility under South Africa's new mining laws. Pursuant to this transaction being classified as a Reverse Take-Over ("RTO (Recovery Time Objective) The amount of time a computer system or application can stop functioning before it is considered intolerable to the enterprise. It can be computed to be from seconds to days, depending on how critical the application is to the organization. "), Anooraq is pleased to report that BMO Nesbitt Burns Please help [ rewrite this article] from a neutral point of view. Mark blatant advertising for , using . has agreed to act as Sponsor for the RTO, subject to the satisfactory completion of its due diligence Research; analysis; your homework. This term has caught on in all industries, because it sounds so "wired." Who would want to do analysis or research when they can do due diligence. See wired. and other standard provisions. Completion of the Anooraq-Pelawan transaction, more fully described in the Joint News Release dated January 21, 2004 and the Anooraq News Release dated January 23, 2004, is subject to a number of conditions, including but not limited to regulatory approvals from authorities in South Africa and Canada, finalization of the Joint Venture and shareholder agreements with Anglo Platinum governing each party's interest in the Ga-Phasha Project, and approvals by the shareholders of both Pelawan and Anooraq. Anooraq stated in the above-mentioned press releases that it expected that the transaction would be completed by April 22, 2004. Anooraq and Pelawan are in the process of attending to the various requirements to complete the RTO. Among other matters, Anooraq is in the process of finalizing a Management Information Circular Information Circular A document sent to shareholders outlining important matters to be discussed at the annual shareholders' meeting. Notes: Sent along with a proxy, the information circular may cover matters such as the election of the Board of Directors, possible for distribution to shareholders, and Pelawan is in the process of obtaining approval from South African Exchange Control authorities as well as finalizing its comprehensive joint venture and shareholders' agreement shareholders' agreement n. an employment agreement among the shareholders of a small corporation permitting a shareholder to take a management position with the corporation without any claim of conflict of interest or self-dealing against the shareholder/manager. with Anglo Platinum. Anooraq and Pelawan have been working closely to finalize all requirements, both in South Africa and Canada, for completion of the RTO. Anooraq is confident, on the basis of progress to date, that the transaction will be successfully completed but does not expect that all matters required for the transaction to close will be completed by April 22, 2004. Anooraq will provide regular updates regarding progress in this regard. On February 10, 2004, a notice was issued that an Annual and Extraordinary General Meeting of Anooraq shareholders would be held on April 19, 2004. Anooraq is not yet in a position to finalize its Management Information Circular describing the RTO in greater detail and has decided, therefore, to hold an Annual General Meeting on or about May 21, 2004. A Management Information Circular in this respect will be sent to shareholders on or about April 27, 2004. An Extraordinary General Meeting of Anooraq shareholders will be held in due course to consider and vote on the RTO. ON BEHALF OF THE BOARD OF DIRECTORS Ronald W. Thiessen, President and CEO Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and disinterested Shareholder approval. The transaction cannot close until the required Shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the Management Information Circular and/or Filing Statement to be prepared in connection with the transaction, any information released or received with respect to the RTO may not be accurate or complete and should not be relied upon. Trading in the securities of Anooraq should be considered highly speculative. The TSX Venture Exchange TSX Venture Exchange Originally called the Canadian Venture Exchange (CDNX), this was a result of the merger of the Vancouver and Alberta stock exchanges. The goal of TSX Venture Exchange is to provide venture companies with effective access to capital while protecting investors. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release. The American Stock Exchange American Stock Exchange (AMEX) Stock exchange in the U.S. Originally known as “the Curb,” it began as an outdoor marketplace in New York City c. 1850. It moved indoors to its present location in the Wall Street area in 1921. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved of the contents of this press release. This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address future production, reserve potential, exploration drilling, exploitation activities and events or developments that the Company expects are forward-looking statements. Although the Company 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 or developments may differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, and 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 that actual results or developments may differ materially from those projected in the forward-looking statements. For more information on the Company, Investors should review the Company's annual Form 20-F filing with the United States Securities Commission and its home jurisdiction filings that are available at www.sedar.com. BMO Nesbitt Burns, subject to completion of satisfactory due diligence, has agreed to act as sponsor to Anooraq Resources Corporation in connection with the transaction. An agreement to sponsor should not be construed as any assurance with respect to the merits of the transaction or the likelihood of completion. |
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