APP.L Regulatory News (APP)

14 Feb 2007 13:09

Impala Platinum Hldgs14 February 2007 For Immediate Release 14 February 2007 Possible Cash Offer for African Platinum plc ("Afplats" or the "Company") The Board of Impala Platinum Holdings Limited ("Implats") notes the announcementmade by Afplats and confirms that it has approached the board of Afplats withregards to making a possible cash offer to acquire the entire issued and to beissued share capital of the Company for 55 pence per Afplats share. On 11 December 2006, Implats and Afplats announced that they had entered into abinding Transaction Framework Agreement (TFA), under which Implats would acquire29.9% of Afplats' South African assets. This transaction will continue to beimplemented in accordance with the terms of the TFA, as previously announced. This announcement does not amount to a firm intention to make an offer, andaccordingly there can be no assurance that an offer for Afplats will beforthcoming. Implats reserves the right at its absolute discretion to make anoffer at a value less than 55 pence with the agreement of the board of Afplatsor in the event that a person not acting in concert with Implats announces anoffer of less than 55 pence. A further announcement will be made if and when appropriate. Enquiries: Brenda Berlin Tel.: +27 11 731 9023 The directors of Implats accept responsibility for the information contained inthis announcement. To the best of their knowledge and belief (having taken allreasonable care to ensure that such is the case), the information contained inthis announcement is in accordance with the facts and does not omit anythinglikely to affect the import of such information. Dealing Disclosure Requirements Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the'Code'), if any person is, or becomes, 'interested' (directly or indirectly) in1 per cent. or more of any class of 'relevant securities' of Afplats, all'dealings' in any 'relevant securities' of that company (including by means ofan option in respect of, or a derivative referenced to, any such 'relevantsecurities') must be publicly disclosed by no later than 3.30 pm (London time)on the London business day following the date of the relevant transaction. Thisrequirement will continue until the date on which the offer becomes, or isdeclared, unconditional as to acceptances, lapses or is otherwise withdrawn oron which the 'offer period' otherwise ends. If two or more persons act togetherpursuant to an agreement or understanding, whether formal or informal, toacquire an ' interest' in 'relevant securities' of Afplats, they will be deemedto be a single person for the purpose of Rule 8.3. Under the provisions of Rule 8.1 of the Code, all 'dealings' in 'relevantsecurities' of Afplats by Afplats or by Implats, or by any of their respective'associates', must be disclosed by no later than 12.00 noon (London time) on theLondon business day following the date of the relevant transaction. A disclosure table, giving details of the companies in whose 'relevantsecurities' 'dealings' should be disclosed, and the number of such securities inissue, can be found on the Takeover Panel's website atwww.thetakeoverpanel.org.uk. 'Interests in securities' arise, in summary, when a person has long economicexposure, whether conditional or absolute, to changes in the price ofsecurities. In particular, a person will be treated as having an 'interest' byvirtue of the ownership or control of securities, or by virtue of any option inrespect of, or derivative referenced to, securities. Terms in quotation marks are defined in the Code, which can also be found on theTakeover Panel's website. If you are in any doubt as to whether or not you arerequired to disclose a 'dealing' under Rule 8, you should consult the TakeoverPanel. - Ends - This information is provided by RNS The company news service from the London Stock Exchange