REG-Pan African Resources Plc: Fulfilment of conditions precedent Uitkomst Colliery <Origin Href="QuoteRef">PAFR.L</Origin>

Pan African ResourcesAnnouncement

26/06/2017 07:00

Pan African Resources PLC
(Incorporated and registered in England and Wales under Companies Act 1985
with registered number 3937466 on 25 February 2000)
AIM Code: PAF
JSE Code: PAN
ISIN: GB0004300496
(“Pan African”)

FULFILMENT OF ALL CONDITIONS PRECEDENT TO THE SALE OF UITKOMST COLLIERY

Further to the announcement published on 5 April 2017, Pan African is pleased
to announce that all conditions precedent to the disposal of 100% of the
shares and loan accounts in Pan African Resources Coal Holdings Proprietary
Limited (“PAR Coal”) (“the Transaction”) have now been fulfilled. This
follows Uitkomst Colliery Proprietary Limited (“Uitkomst”) having entered
into a supply of coal agreement on terms acceptable to Coal of Africa Limited
(“CoAL”).

As a result, the effective date of the Transaction will be 30 June 2017
(“Effective Date”), when CoAL will take ownership, control and management
of PAR CoAL and Uitkomst and Pan African will receive its consideration which
will be settled as follows:
* R125 million in cash on the Effective Date.
* R125 million through the issue of 261,287,625 new ordinary shares in CoAL on
the Effective Date.
* R25 million in deferred consideration (the “Deferred Consideration”).
The Deferred Consideration may be paid by CoAL at any time prior to the second
anniversary of the Effective Date. The Deferred Consideration will bear
interest at the South African prime overdraft rate from the Effective Date. If
the Deferred Consideration and any interest accrued thereon is not paid to Pan
African by the second anniversary of the Effective Date, Pan African may elect
to have the amount due to it settled through the issue of new CoAL ordinary
shares at a price per share equal to the 30-day volume weighted average price
of a CoAL ordinary share as traded on the exchange operated by the JSE
prevailing on the last trading day immediately prior to the date that such
election is made.
By order of the Board
Johannesburg
26 June 2017                       

 Contact information                                                                                                                                                                                                                                                                                                                                      
 Corporate Office The Firs Office Building 1st Floor, Office 101 Cnr. Cradock and Biermann Avenues Rosebank, Johannesburg South Africa Office: + 27 (0) 11 243 2900 Facsimile: + 27 (0) 11 880 1240  Registered Office Suite 31 Second Floor 107 Cheapside London EC2V 6DN United Kingdom Office: + 44 (0) 207 796 8644 Facsimile: + 44 (0) 207 796 8645  
 Cobus Loots Pan African Resources PLC Chief Executive Officer Office: + 27 (0) 11 243 2900                                                                                                          Deon Louw Pan African Resources PLC Financial Director Office: + 27 (0) 11 243 2900                                                                  
 Phil Dexter St James's Corporate Services Limited Company Secretary Office: + 44 (0) 207 796 8644                                                                                                   John Prior / Paul Gillam Numis Securities Limited Nominated Adviser, Joint Broker Office: +44 (0) 20 7260 1000                                       
 Sholto Simpson One Capital JSE Sponsor Office: + 27 (0) 11 550 5009                                                                                                                                 Matthew Armitt / Ross Allister Peel Hunt LLP Joint Broker Office: +44 (0) 207 418 8900                                                               
 Jeffrey Couch/Neil Haycock/Thomas Rider BMO Capital Markets Limited Joint Broker Office: +44 (0) 207 236 1010                                                                                       Bobby Morse/Chris Judd Buchanan Communications Public & Investor Relations UK Office: + 44 (0) 207 466 5000                                          
                                                                                                                                                                                                                                                                                                                                                          
 Julian Gwillim Aprio Strategic Communications Public & Investor Relations SA Office: +27 (0)11 880 0037                                                                                             Marius Saaiman M Squared Resources Transaction advisor Office: +27 (0)11 648 0207                                                                    



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