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South China Resources to expand South Africa coal portfolio

Published: Aug 08,2008 09:19:21

 

Option agreements to permit purchase of a 100% beneficial interest in Vlakplaats open pit coal project and a 35% beneficial interest in the Camden coal project

Vlakplaats Coal Project:

Shallow, largely open pit prospect, containing predominantly export A-grade thermal coal resources as well as some domestic grade thermal coal

Contains JORC inferred resources of 178Mt gross in-situ tonnes - 100% attributed to SCR

Abuts the Company's previously announced Elof Coal Project

Camden Coal Project:

Contains up to five coal seams, including the B and C Seams which are the most widely exploited coal seams in the Ermelo Coal Field and primarily used for domestic and export thermal product.

Located approximately 200km SE of Johannesburg, in close proximity to the Camden Power Station

The Board believes area to have the potential to host a significant coal resource

Following transactions, SCR raises JORC compliant attributable coal resource to circa 240Mt over contiguous licences in coal producing region

Introduction

South China Resources plc announces that its 100% owned South African subsidiary has acquired an exclusive option to acquire 100% of the Vlakplaats prospecting rights from Universal Pulse Trading 132 Pty Ltd "UPT".

This transaction will form part of a previously announced reverse takeover under the AIM Rules and re-admission is subject to shareholder approval. The transaction will also require Ministerial consent to the transfer of the prospecting right from UPT to the Company's South African subsidiary.

The Company is in receipt of an Independent Competent Persons Report ("CPR") report on The Vlakplaats Coal Project in South Africa ("the Project" or "Vlakplaats"), which was completed by global mining consultancy RSG Global Coffey Mining (S.A.) Pty Ltd ("RSG Coffey").

About the Vlakplaats Coal Project

Located in the Witbank Coal Field some 65km E of Johannesburg, the Vlakplaats Coal Project, which comprises the Vlakplaats and Wolvenfontein areas, contains predominantly export quality thermal coal suitable for international markets. The project abuts the Elof Coal Project, which SCR, as announced on 1 May 2008, has conditionally agreed to acquire, to the West.

The Witbank Coal Field is economically the most important in South Africa and of the 5 defined coal seams exploited in the Witbank Coal Field, the Vlakplaats Coal Project contains an abundance of Seam 2 and Seam 4 which are the most widely exploited coal types, primarily used for domestic and export thermal product.

The Vlakplaats Coal Project consists of a contiguous area, including the farm Vlakplaats No 268 IR, Portions 4, 5 and 6 and the Remaining Extent of the farm Wolvenfontein 244 IR and other minor areas held under prospecting right MP30/5/2/1/1520PR).

The Company intends to rapidly advance the JORC inferred resources at Vlakplaats to a JORC measured category with a view to establishing open pit mining operations as soon as is practicable.

The Vlakplaats Transaction

The Company has acquired the right to acquire a 100% interest ("the Vlakplaats Option") in the Vlakplaats Coal Project. As consideration the Company will, upon registration of the prospecting right in the name of UPT in the Mining Titles and Registration Office, pay to UPT a non-refundable deposit of R3.5m (circa £250,000). The Company shall then receive an exclusive option period of 90 days from the date of registration of the prospecting right.

In view of its size, the acquisition is a reverse takeover (as defined in the AIM Rules for Companies) for the Company and is therefore subject to the approval of its shareholders. A circular containing full details on the Vlakplaats Coal Project as well as the Elof Coal Project will be sent to shareholders in due course.

Should the Company exercise the Option, the consideration payable to UPT will be R350m (circa £25m) in cash, payable upon registration of the transfer of the prospecting right to the Company. The Company is considering a number of sources of funding for the acquisition in the event that it exercises the Vlakplaats Option, which are likely to result in the issue of new ordinary shares in the Company.

A facilitation fee of £2,000,000 shall be payable to the introducers of the Vlakplaats Project to the Company. It is proposed that the facilitators shall utilise these funds to subscribe for ordinary shares in the Company.

About the Camden Coal Project

Located in the Ermelo Coal Field some 200km SE of Johannesburg, the Camden Coal Project, is nearby the Camden Power Station, some 10km S of the town Ermelo.

The project comprises the farms Kromdraai 441 IS, Drinkwater 443 IS, De Goede Hoop 473 IS and Burhmansklipkrans 331 KT (excluding portion 1) held under new order prospecting rights and measuring approximately 15000 Ha.

The Camden Coal Project contains up to five coal seams, including the B and C Seams which are the most widely exploited coal seams in the Ermelo Coal Field and primarily used for domestic and export thermal product. To date no JORC or SAMREC compliant coal resources have been defined at the Project but due diligence of historical data is underway and the Board believes the area may have the potential to host a significant coal resource.

The Camden Transaction

The Company has procured the right to acquire, prior to 30 September 2008, a 35% interest (the Camden Option") in the Camden Coal Project from Continental Coal Limited ("Continental"). As consideration the Company will pay to Continental a non-refundable deposit of US$100,000 upon satisfactory completion of due diligence on the Camden Project.

The Company has been granted the right to inspect the prospecting rights and intends, in conjunction with Continental, to conduct a limited technical drilling program over the project in the coming weeks.

Should the Company exercise the Camden Option, the Company shall form a joint venture company with Continental in order to explore for coal resources on the Camden Project. The consideration payable to Continental will be R9.25m (circa £640,000) in cash, payable upon registration of the transfer of the prospecting rights to the Joint Venture. Furthermore the company would transfer R10m (circa £690,000) to the Joint Venture Company to fund an agreed exploration programme over the Camden Project. A facilitation fee of 5 Million ordinary South China shares shall also be payable to the introducers of the Camden Project to the Company.

The Company will also retain the right to purchase a further 15% beneficial interest in the Camden Project on terms to be agreed in the future.

Conclusion:

South China Resources is pleased to report that it is in negotiations with holders of other South African mining assets and hopes to be able to update the market as to these transactions shortly.

The Company has begun negotiations with potential end users of sea-borne A grade export thermal coal regarding appropriate funding for these transactions.

The Board is confident that these premium projects can attract funding in a manner that will avoid excessive dilution and provide significant reward to existing shareholders.

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