Member Info for HVerwoerd

Jperryuk,

whilst I agree with your point I doubt you conflated offering an opinion with penning vacuous drivel to make it.

Just an opinion.

Good to see the CFO putting their money where their mouth is.

The fact that the VFEX bond couldn't be re paid when due but had to be rescheduled will not instill confidence in potential lenders.

More interestingly, bearing in mind that "Medway Developments" is a 40.75% shareholder in Tharisa, a note from the bond documentation states (notes below)

"Adonis Pouroulis holds 40.75% of the issued share capital of the Guarantor. Given that the Guarantor owns 76% of the issued share capital of the Issuer, this equates to an effective indirect shareholding of 30.97% in the Issuer attributable to Adonis Pouroulis."

So we can deduce that ultimately Adonis Pouroulis (Phoevos's older brother) will directly (20%) and indirectly ( 40.75% x 80% ) have a 52.6% interest it the output of KMH.

Something is rotten in the state of Denmark.

NOTES

See section 7.2

https://www.vfex.exchange/wp-content/uploads/2025/10/KARO.vx-Circular-to-Bondholders.pdf

Watched last weeks Interims presentation.

https://event.on24.com/wcc/r/5124052/BE2A6066A437B82C24D0243B921ADE5B

The CEO and CFO look like safe hands. There may be a lull in proceedings while the CP Kelco acquistion beds in. Longer term significant synergies and shareholder value should materialise.

Tharisa farmed into the Karo Mine Holdings project paying related parties $31.5m for a 66.3% stake (notes below).

As of the last interims, after contributions to capital raises (in which the related/minor partner didn't participate) Tharisa has spent a total of $175m to acquire a 77.31% interest in KMH. (notes below).

Buried in a suitably obscure footnote in the forthcoming annual report there may be an update to these numbers.

Given that Tharisa have stated that their intention is to own 80% of KMH the total projected spend is expected to be $232m. Related parties (reminder: who haven't put in a cent but collected $31.5m) will have a 20% interest in KMH output.

So Freedom4Uall it is expected that Tharisa shareholders will put in a further $57m on top of the $175m spent to date to complete the planned capital raises/minor partner dilution.

Regarding KMH debt the Competent Persons Report shared in April (see notes below) stated "the remaining CAPEX to be spent after 30 September 2024 is included in the NPV calculation and amounts to USD338,053,413." Probably in the order of $230m of this will be financed with debt. That is if loans can be arranged - Tharisa is already going to be very stretched with the CAPEX requirements of the transition to underground mining announced in October.

One has to ask if the minority partner were not a related partner would KMH ever have proceeded in the form that it has? A Warren Buffet quote springs to mind “If you've been playing poker for half an hour and you still don't know who the patsy is, you're the patsy”. Against the backdrop of the KMH project it is little wonder that Tharisa has been in the wilderness since March 2022. Probably Tharisa shareholders will never recover their KMH investment (let alone with a return).

NOTES

====

Farm in

Initial 26.8% farm in for $4.5m

https://www.lse.co.uk/rns/THS/acquisition-of-a-268-interest-in-karo-holdings-8ucwqjaiifpnij9.html

Increasing farm in from 26.8% to 66.3% for $27m.

https://www.lse.co.uk/rns/THS/exercise-of-farm-in-option-karo-pgm-project-pv8xtiaqa5v4fgk.html

KMH spend to date

"The total investment by the Company in acquiring its current 75% shareholding in Karo Mining Holdings is US$135.3 million"

https://www.overend.co.za/download/sens-rns-results-of-agm-and-dividend-conversion-rates-22feb24-final-updated.pdf

$39.7m for an additional 2.31% (see note 18)

https://www.tharisa.com/pdf/investors/interim-results/2025/booklet.pdf

CPR report

https://www.tharisa.com/pdf/investors/presentation/2025/karo-platinum-project-cpr.pdf

Underground mine CAPEX slide 30

https://www.tharisa.com/pdf/20251003-tharisa-phased-transition-to-underground-pdf-for-website.pdf

Elon doesn't get out of bed for less than 1,000 billion.

For context the total receipts for every Tesla sold to date probably only amounts to $500 billion.

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