Last checked at 20 Sep 2016 13:00
20.09.2016
Zambeef Products plc
("Zambeef" or "the Group")
Completion and Settlement of Put Options granted to RCL Foods in respect of Zam Chick Limited and Zamhatch Limited
The Board of Directors of Zambeef (the "Board") is pleased to announce that it has completed the settlement of the put options granted to Rainbow Farms Investments Proprietary Limited ("RCL Foods") in 2013 as part of the Zam Chick Limited ("Zam Chick") and Zamhatch Limited ("Zamhatch") joint ventures entered into with RCL Foods (the "Put Options").
As announced on 24 March 2016, Zambeef advised shareholders that RCL Foods had exercised the Put Options on 23 March 2016, requiring Zambeef to acquire its shares in these companies, either by means of the issue of new ordinary shares in Zambeef ("Zambeef Shares") and/or through the payment of cash.
As settlement of the Put Options by means of issuing Zambeef Shares would, in the opinion of the Board, have resulted in an unacceptable dilution of existing shareholders, the Board resolved to settle the Put Options wholly in cash through part of the proceeds from the US$65 million investment from CDC Group PLC ("CDC"), as announced on 4 August 2016.
As also announced on 4 August 2016 (and detailed further in the circular sent to shareholders dated 18 August 2016):
a) Zambeef, Zam Chick and RCL Foods agreed that the RCL shares market value for the Zam Chick Put Options is USD14,250,000;
b) Zambeef, Zamhatch and RCL Foods entered into an Interim Settlement Agreement dated 27 July 2016, that Zambeef will pay RCL Foods an amount of USD9,135,604 as an Interim Settlement Amount, for the purposes of completing the Zamhatch Put Option.
As such, Zambeef has transferred today a total of USD23, 385,604 in cash to RCL Foods.
As far as the Zamhatch Put Options disputed amount is concerned, Zambeef believes that it is due USD962,000 while the amount RCL Foods believes is due to them is USD1,023,570. The Interim Settlement Agreement allows either party to pursue the disputed difference within 6 months of the Settlement Date. A further announcement will be made when this matter has been resolved.
Zambeef Chairman, Dr Jacob Mwanza, commented: Following CDC becoming a long-term and supportive shareholder in Zambeef through their investment in the Group, the settlement of the Put Options is the first step in the execution of our plan. We have enjoyed a good working relationship with RCL Foods and expect to resolve the disputed amount in an amicable manner."
"We continue to focus on accelerating the roll out of our new Zambeef macro outlet stores, which is the key strategic priority of the Group."
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For more information please visit www.zambeefplc.com or contact:
Zambeef Products plc Carl Irwin, Joint Chief Executive Officer Francis Grogan, Joint Chief Executive Officer
| Tel: +260 (0) 211 369003 |
Strand Hanson Limited James Spinney Ritchie Balmer Frederick Twist
| Tel: +44 (0) 20 7409 3494 |
Finncap Christopher Raggett Joanna Scott
| Tel: +44 (0) 20 7220 0500 |
Powerscourt Nick Dibden Sophie Moate Nick Brown
| Tel: +44 (0)20 7250 1446 |
Pangaea Securities Ceaser Siwale Wendy Tembo
| Tel: +260 (0) 211 220 707 |
About Zambeef Products Plc
Zambeef Products Plc is the largest integrated agribusiness and food processor in Zambia, involved in the primary production, processing, distribution and retailing of beef, chickens, pork, milk, eggs, dairy products, fish, flour and stock feed throughout Zambia. The Group has one of the largest cereal row cropping operations in Africa, with a total of 24,174 hectares planted during FY2015. The group is also in the process of rolling out its West Africa expansion in Nigeria and Ghana.
The Group has approximately 6,200 employees.
Further information can be found on www.zambeefplc.com