As part of the review of the asset base of Miranda Mineral Holdings, and in keeping with the mandate to refocus and restructure Miranda Mineral Holdings, an exercise was conducted to evaluate the commercial potential of each of the properties in the portfolio of mineral assets available on Miranda Mineral Holdings’ books.
The portfolio of coal assets was considered to be non-core to the future strategy of the company.
Terms and conditions of the transaction
Subject to the conditions precedent set out and simultaneously with the assignment of the sale claim to Ronhold Investments, the seller agreed to sell to Siafa Resources the sale equity in one indivisible transaction.
The purchase consideration payable by Siafa Resources to the seller for the sale equity shall be an amount of R8 million payable in cash.
The sale equity purchase consideration will be secured by a bank guarantee to be issued by Siafa Resources in favour of Miranda Mineral Holdings and delivered to Miranda Mineral Holdings’ attorneys.
The shares of Miranda Coal are being sold with all its subsidiaries excluding Sesikhona Klipbrand Colliery, a subsidiary of Miranda Coal which is the subject of a separate sale agreement.
The parties to the agreement acknowledge that the entire shares in Sesikhona and claims on loan account against Sesikhona held by Miranda Coal are excluded from the agreement.
To the extent that the Sesikhona sale agreement is not implemented on or before the effective date, Miranda Coal shall cede and transfer over all its rights, title and interest in the entire shares in Sesikhona and claims on loan account against Sesikhona.
Use of proceeds
The proceeds will be used for general working capital and to finalise the financial results of Miranda Mineral Holdings, in order to apply for the lifting of the suspension of the company’s shares on the JSE.
Financial information in respect of the transaction
The reported net value of the coal segment assets was R48.466 million as at 28 February 2014, the last reporting period before the company’s listing was suspended on 23 September 2014. The loss after tax attributable to the coal segment was R3.658 million for the six months ended 28 February 2014.
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