Ashanti Secures Bank Approval for Geita Transaction. Circular to Shareholders to be Despatched Shortly.Business Editors ACCRA Accra (əkrä`, ăk`rə), city (1984 pop. 867,459), capital of Ghana, a port on the Gulf of Guinea. It is Ghana's largest city and its administrative, communications, and economic center. , Ghana--(BUSINESS WIRE)--Oct. 24, 2000 Ashanti Goldfields n. 1. A small slender woolly annual (Lasthenia chrysostoma) with very narrow opposite leaves and branches bearing solitary golden-yellow flower heads; it grows from Southwestern Oregon to Baja California and Arizona; - it is often cultivated. Company Limited ("Ashanti" or "the Company") announces that it has secured the approval of its Lending Banks to the sale of a 50% interest in the Geita Project to AngloGold Limited ("AngloGold"), which will realise for the Company US$335 million in cash and for the Company to enter into a joint venture with AngloGold in respect of the Geita Project (together the "Transaction"). The approval is subject to the satisfaction of certain conditions precedent including the consent of Ashanti's shareholders. The Company's two principal shareholders, Lonmin Plc and the Government of Ghana, which together hold 51.4% of the Company's issued share capital have undertaken in writing to vote in favour of the Transaction. Closure of the Transaction is expected to occur by 30 November 2000. Ashanti and the Bank Group have also agreed and signed the revised banking agreements necessary to enable the sale to proceed and to provide Ashanti with a working capital facility until the end of 2001. The Transaction will enable the Company to repay more than US$300 million of its bank borrowings. Ashanti has also confirmed with its hedging counterparties Counterparties The parties on either side of an interest rate swap or a currency, equity or commodity swap, or to an options or futures position. the continuance The adjournment or postponement of an action pending in a court to a later date of the same or another session of the court, granted by a court in response to a motion made by a party to a lawsuit. of the margin free hedging arrangements to the end of 2002, as previously announced. If the Transaction does not proceed, then the Company will not have adequate working capital for its present requirements and by 30 November 2000, a standstill standstill /stand·still/ (stand´stil?) cessation of activity, as of the heart (cardiac s.) or chest (respiratory s.) . stand·still n. Complete cessation of activity or progress. or other accommodation will need to be reached with the Bank Group. Ashanti's directors will unanimously recommend to Securityholders to vote in favour of the Transaction. A circular, convening con·vene v. con·vened, con·ven·ing, con·venes v.intr. To come together usually for an official or public purpose; assemble formally. v.tr. 1. an EGM EGM Electronic Gaming Machine EGM Electronic Gaming Monthly EGM Extraordinary General Meeting EGM Expert Group Meeting EGM Estudio General de Medios (Spanish: General Means Study) EGM Emergency General Meeting for the end of November 2000 will shortly be despatched to shareholders. Further details concerning the Transaction are set out below. The Company is also taking the opportunity of submitting, for shareholders' approval at the EGM, the appointment and service contract of Srinivasan Venkatakrishnan ("Venkat") whom the Board appointed as Chief Financial Officer on 1 July 2000. Ashanti has been advised on the Transaction by CIBC World Markets CIBC World Markets is the investment banking division of the Canadian Imperial Bank of Commerce. It helps governments, large companies, and other large institutions obtain capital and credit and is a primary dealer in U.S. Treasury securities. plc. Key points: 1. Ashanti will receive US$335 million in cash on Closure, being US$205 million in proceeds plus the net proceeds Net Proceeds The amount received after all costs are deducted from the sale of a piece of property or security. Notes: In the case of an investor selling a security, net proceeds represent the proceeds from the sale minus any trading costs (i.e. commissions). of the Geita Project financing Project financing A form of asset-based financing in which a firm finances a discrete set of assets on a stand-alone basis. of US$130 million. 2. This will enable the Company to repay at least US$300 million of bank borrowings. The Bridge Facility, which is expected to be drawn as to approximately US$80 million by Closure, and US$151 million due under the Company's Revolving Credit Revolving Credit A line of credit where the customer pays a commitment fee and is then allowed to use the funds when they are needed. It is usually used for operating purposes, fluctuating each month depending on the customers current cash flow needs. Facility will be retired. In addition a further repayment of US$70 million, which amount may be redrawn for working capital purposes will be repaid on Closure. The balance of the proceeds will be used to meet taxes and costs associated with the Transaction and to provide additional working capital. 3. The Company's two principal shareholders, Lonmin Plc and the Government of Ghana, which together hold 51.4% of the Company's issued share capital have undertaken in writing to vote in favour of the Transaction. 4. Ashanti will restructure its banking facilities with effect from Closure. The total facilities provided under the Amended RCF RCF Remote Call Forwarding RCF Residential Care Facility RCF Relative Centrifugal Force RCF Rolling Contact Fatigue RCF Refractory Ceramic Fiber RCF Revolving Credit Facility RCF Rock Characterisation Facility RCF Registration Confirm RCF Retained Cash Flow will amount to approximately US$189 million of which US$70 million will constitute the Working Capital Facility, available to be drawn until 31 December 2001, with the balance being fully drawn. 5. The US$130 million Project Finance Amount is to be provided or procured by AngloGold by Closure. A term sheet from third party financiers has been agreed and the finance document is currently being negotiated. If the third party finance is not available by Closure, the US$130 million will be provided by AngloGold under terms already agreed. The Project Finance Amount will permit the repayment of indebtedness INDEBTEDNESS. The state, of being in debt, without regard to the ability or inability of the party to pay the same. See 1 Story, Eq. 343; 2 Hill. Ab. 421. 2. incurred in financing the development of the Geita mine and the funds will therefore not be retained. 6. Together Ashanti and AngloGold will investigate the possibilities of expanding the Geita mine beyond its current capacity and will continue to search actively for additional reserves within the Geita Project. If Ashanti is unable to provide or procure To cause something to happen; to find and obtain something or someone. Procure refers to commencing a proceeding; bringing about a result; persuading, inducing, or causing a person to do a particular act; obtaining possession or control over an item; or making a person its share of any funding requirement, then unless Ashanti so agrees, there will be no dilution of its interest in the Geita Joint Venture. 7. Ashanti has confirmed the continuance of margin free trading until 31 December 2002, and thereafter for 2 years at levels higher than previously available to Ashanti, subject to compliance with certain covenants. The margin free trading arrangements do not apply to any hedging conducted in respect of Geita production. In the event of third party project finance, arrangements have been agreed, subject to documentation, for the Geita hedging to be available without margin calls. 8. Repayments of the working capital facility together with a tranche Tranche One of several related securities offered at the same time. Tranches from the same offering usually have different risk, reward, and/or maturity characteristics. tranche A class of bonds. under the Amended RCF (approximately US$8 million) must begin in March 2002 and will be made in four quarterly instalments with the balance of the Amended RCF then still due, repayable by 15 January 2003. The Directors expect that the Company will need, before 31 December 2001, to seek replacement facilities or financing for its then ongoing working capital requirements Capital requirements Financing required for the operation of a business, composed of long-term and working capital plus fixed assets. . 9. The new bank agreements, together with certain individual hedging agreements, contain certain covenants, restrictions and events of default which are tightly drawn and, although not unusual in similar circumstances, are relatively onerous on·er·ous adj. 1. Troublesome or oppressive; burdensome. See Synonyms at burdensome. 2. Law Entailing obligations that exceed advantages. for the Company. Consequently, the Directors consider that the Company will continue to need approvals, waivers or other accommodation from its Bank Group. If not forthcoming, non-compliance with these provisions could lead to almost all of the Company's indebtedness becoming immediately repayable and its hedging agreements being terminated. In these circumstances, the Company will be reliant for the continued availability of its facilities, including the Working Capital Facility, on the Bank Group's continued willingness to provide the facilities. 10. The Amended RCF, like the Revolving Credit Facility it replaces, restricts the Company from declaring and paying cash dividends. 11. As part of negotiations to secure additional working capital, the Company has closed out certain forward sales forward sales npl → ventas fpl a término to offset a forward purchase which would, unless extended, have been due for settlement at the end of December 2000 and was estimated to amount to US$23 million. This has resulted in a net amount due of approximately US$15 million, US$8 million of which has been rolled into the Amended RCF, and has crystallised Adj. 1. crystallised - having become fixed and definite in form; "distinguish between crystallized and uncrystallized opinion"- Psychological Abstracts crystallized an exceptional loss of approximately US$15 million, which will be accounted for in the fourth quarter of this year. 12. If the Transaction does not proceed then the Company will not have adequate working capital for its present requirements and by 30 November 2000, a standstill or other accommodation will need to be reached with the Bank Group. This summary and key points should be read in conjunction with, and in the context of, the full text of this announcement. CIBC World Markets plc, which is regulated in the United Kingdom by the Securities and Futures Authority Limited, is acting exclusively as financial adviser to Ashanti and no one else in relation to the Transaction and will not be responsible to anyone other than Ashanti for providing the protections afforded to customers of CIBC World Markets plc or for providing advice in relation to the Transaction. This announcement contains a number of statements relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc future results of Ashanti that are considered "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. " as defined in the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and 1995 of the United States of America UNITED STATES OF AMERICA. The name of this country. The United States, now thirty-one in number, are Alabama, Arkansas, Connecticut, Delaware, Florida, Georgia, Illinois, Indiana, Iowa, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Mississippi, Missouri, New Hampshire, . Statements that are not historical facts, including statements about Ashanti's beliefs and expectations, are forward-looking statements. Such statements may include statements regarding anticipated production or construction commencement dates, construction completion dates, working capital, expected costs or production output and the anticipated productive lives of mines. These statements are based on current plans, estimates and projections, and therefore undue reliance should not be placed on them. Ashanti can give no assurances that such results, including the actual production or commencement dates, construction completion dates, working capital, costs or production output or anticipated lives of the projects and mines discussed will not differ materially from the statements contained in this announcement. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors, many of which are beyond the control of Ashanti, which may cause actual results to differ materially from those expressed in the statements contained in this announcement. For example, future revenues from projects or mines described herein will be based in part upon the market price of gold, which may vary significantly from current levels. Such variations, if materially adverse, may impact on the timing or feasibility of the developments of a particular project or the expansion of specified mines. Other factors that may affect the actual construction or production commencement dates, costs or production output and anticipated lives of mines include the ability to profitably produce and transport gold extracted therefrom there·from adv. From that place, time, or thing. Adv. 1. therefrom - from that circumstance or source; "atomic formulas and all compounds thence constructible"- W.V. to applicable markets, the impact of foreign currency exchange rates on the market prices of gold and activities by governmental authorities where such projects or mines are being explored or developed, including increases in taxes, changes in environmental and other regulation and political uncertainty. Forward-looking statements speak only as of the date they are made, and Ashanti undertakes no obligation to update publicly any of them in light of new information or future events. |
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