REG - Tharisa PLC - KARO PLATINUM PROJECT - US$50 MILLION BOND ISSUE

TharisaAnnouncement

28/10/2022 11:00

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RNS Number : 5039E  Tharisa PLC  28 October 2022

Tharisa plc

(Incorporated in the Republic of Cyprus with limited liability)

(Registration number HE223412)

JSE share code: THA

LSE share code: THS

A2X share code: THA

ISIN: CY0103562118

LEI: 213800WW4YWMVVZIJM90

('Tharisa' or the 'Company')

 

KARO PLATINUM PROJECT - US$50 million bond ISSUE

Tharisa, the platinum group metals ('PGMs') and chrome co-producer dual-listed
on the Johannesburg and London stock exchanges, is pleased to announce the
opening of a fixed income note offer ('the Bond' or 'Notes') by Karo Mining
Holdings plc ('the Issuer'), a subsidiary of Tharisa, to raise US$50 million
to be listed by way of introduction on the Victoria Falls Stock Exchange
('VFEX').  The proceeds from the Bond will be applied to part fund the Karo
Platinum Project('Project').

The capital raise forms part of a broader capital strategy by Tharisa to
develop the Karo Platinum Project in Zimbabwe on time and on budget.

Tharisa is a 70% shareholder in the Issuer, a company incorporated in the
Republic of Cyprus, which in turn indirectly owns 85% of the Karo Platinum
Project, with the Government of Zimbabwe holding the remaining 15% of the
Project, on a free carry basis.

The Project is scheduled to commence production with first ore milled in July
2024. Ground-breaking is expected to take place in December 2022. A local
earthworks contractor has been appointed and is expected to start onsite
activities in December 2022, marking the beginning of the Karo construction
phase.

The proceeds from the issue of the Bond, net of costs, will be used to part
fund the development of the Karo Platinum Project, which has a total capital
cost for phase one of US$391 million and is set to be the second world-class
asset in Tharisa's portfolio.

The Bond is US dollar denominated and will be issued in minimum denominations
of US$2 500 by way of a private placement. The Bond is not rated and will be
guaranteed by Tharisa. The minimum amount to be raised from the Bond is US$25
million. Should applications for less than this amount be received the Bond
issue will not proceed. The Issuer reserves the right to increase the total
aggregate issue amount, subject to approval by its Board and the guarantor, by
delivering notice thereof to Note Holders. The VFEX has approved the listing
of the Bond on the VFEX, a subsidiary of the Zimbabwe Stock Exchange and
established in a Special Economic Zone. Participation in the Bond will be by
way of private placement and is not restricted to Zimbabwean financial
institutions or residents.

Arxo Finance plc, a wholly owned subsidiary of Tharisa, which was established
to provide funding to Tharisa group companies, has committed to subscribe for
US$10 million of the Notes.

 

Phoevos Pouroulis, CEO of Tharisa, commented:

"This is a historic moment for Tharisa and our tier-one Karo Platinum Project
on the Great Dyke in Zimbabwe. From our discussions to date with potential
investors, both in Zimbabwe and abroad, we have received extremely positive
feedback for this robust investment opportunity, boasting highly attractive
returns. We expect strong participation from Zimbabwean investors in
particular. This interest stems from Tharisa's strong track record in
developing projects on time and on budget, as well as the outstanding
fundamentals of the Karo Platinum Project.

Zimbabwe has indicated it is open for business and through our interactions
with all levels of Government, it is clear there is strong commitment to
support Tharisa as we develop the Karo Platinum Project into a fully producing
PGM mine. We look forward to welcoming investors on this exciting journey into
a new operating jurisdiction.

Our investment commitment by guaranteeing the Bond and investing US$10 million
in the Notes demonstrates Tharisa's support for not only the project but the
economics of the Bond, benefitting from the protections afforded to investors
by the Special Economic Zone."

 

Bernard Pryor, MD of Karo Mining Holdings, commented:

"Developing a tier-one project in this unique geological setting comes once in
a lifetime. Funding for any mining project remains key and I am delighted that
we have not only received support from Tharisa in the form of early equity,
but that Tharisa has committed to anchor this proposed bond raise. I look
forward to engaging with stakeholders in Zimbabwe and beyond to ensure this
Bond raise is completed successfully."

 

Salient Terms of the Bond

 Issuer                  Karo Mining Holdings
 Guarantor               Tharisa
 Targeted capital raise  US$50 000 000
 Minimum capital raise   US$25 000 000
 Interest rate           9.5% paid semi-annually
 Tenor                   Three years
 Repayment               Bullet repayment on maturity
 Security                Unsecured; capital and interest guarantee by Tharisa
 Listing                 A listing on the VFEX has been approved
 Offer opening date      28 October 2022
 Offer closing date      30 November 2022
 Listing date            14 December 2022

Above dates are subject to change.

The Issuer is being advised by IH Securities (Private) Limited, the Debt
Sponsor for the Listing and a member of the VFEX.

Copies of the prospectus can be obtained from Tharisa, the Issuer or on the
websites referenced below.

 

Paphos, Cyprus

 

28 October 2022

 

JSE Sponsor

Investec Bank Limited

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Investor Relations Contacts:

Ilja Graulich (Head of Investor Relations and Communications)

+27 11 996 3500

+27 83 604 0820

igraulich@tharisa.com (mailto:igraulich@tharisa.com)

 

Financial PR Contacts:

Bobby Morse / Oonagh Reidy

+44 207 466 5000

tharisa@buchanan.uk.com

 

Broker Contacts:

Peel Hunt LLP (UK Joint Broker)

Ross Allister / Georgia Langoulant

+44 207 7418 8900

 

BMO Capital Markets Limited (UK Joint Broker)

Thomas Rider / Nick Macann

+44 207 236 1010

 

Berenberg (UK Joint Broker)

Matthew Armitt / Jennifer Lee / Detlir Elezi

+44 203 207 7800

 

Nedbank Limited (acting through its Corporate and Investment Banking division)
(RSA Broker)

Carlyle Whittaker

+27 11 294 0061

 

 

About Tharisa

Tharisa is an integrated resource group critical to the energy transition and
decarbonisation of economies. It incorporates mining, processing, exploration,
and the beneficiation, marketing, sales, and logistics of PGMs and chrome
concentrates, using innovation and technology as enablers. Its principal
operating asset is the Tharisa Mine located in the south-western limb of the
Bushveld Complex, South Africa. The mechanised mine has a 20-year open-pit
life and the ability to extend operations underground by at least an
additional 40 years. Tharisa also owns Karo Mining Holdings and Salene Chrome,
development stage, low-cost, open-pit PGM and chrome assets respectively,
located on the Great Dyke in Zimbabwe. The Company is committed to reducing
its carbon emissions by 30% by 2030 and the development of a roadmap is
continuing to be net carbon neutral by 2050. Tharisa plc is listed on the
Johannesburg Stock Exchange (JSE: THA) and the Main Board of the London Stock
Exchange (LSE: THS).

 

About VFEX

The Victoria Falls Stock Exchange (VFEX) is a subsidiary of the Zimbabwe Stock
Exchange (ZSE) established to kick start the Offshore Financial Services
Centre (OFSC) earmarked for the special economic zone in Victoria Falls. The
VFEX is a US$ based exchange. Key incentives applicable to the VFEX include
capital raised by a company listed on VFEX may be held in an approved local or
offshore account with an internationally recognised banking institution;
allowance to use offshore settlement for trades; tax incentives for
shareholders of shares listed on VFEX - 5% dividend withholding tax (foreign
investors only) and exemption from capital gains withholding tax.

 

Details of the Karo Platinum Project can be found at www.tharisa.com
(http://www.tharisa.com) and www.karomining.com (http://www.karomining.com)

 

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