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Announcements 2012
- 07 Dec 2012
Change to the board of directors
In compliance with paragraph 3.59(b) of the JSE Limited Listings Requirements, shareholders of Northam are advised that Mr MSMM Xayiya has resigned as a non-executive director.
In compliance with paragraph 3.59(b) of the JSE Limited Listings Requirements (“Listings Requirements”), shareholders of Northam are advised that Mr MSMM Xayiya has resigned as a non-executive director, with immediate effect.
7 December 2012
Debt Sponsor
One Capital
- 07 Dec 2012
Interest rate reset announcement
Noteholders are hereby advised of the interest rate reset on the following Note.
Noteholders are hereby advised of the interest rate reset on the following Note:
| NHM001 | 8.625% p.a. (350bps above 3 month Jibar of 5.125%) for the period 4 December 2012 to 3 March 2013, payable on 4 March 2013 (Modified Following*) |
| Next reset: 4 March 2013 |
JIBAR rates as at 4 December 2012: 3 Month 5.125%
*When the Interest Payment Date falls on a non-business day, one of the following business day conventions will be applied, as specified for each individual bond in its applicable pricing supplement:
1. Following: Means interest will be paid on the first business day after the weekend or public holiday.
2. Modified Following: Means interest will be paid on the first business day after the weekend or public holiday. However, if the first business day after the weekend or public holiday falls in a new calendar month, interest will then be paid on the last business day before the weekend / public holiday.
3. Preceding: Means interest will be paid on the last business day before the weekend or public holiday.
7 December 2012
Debt Sponsor
One Capital
- 08 Nov 2012
Dealings in securities: acceptance of awards over ordinary shares
In compliance with paragraph 3.63 of the JSE Limited Listings Requirements, Northam hereby advises its shareholders of the following dealings by directors of the company, directors of major subsidiaries of the company and the company secretary.
In compliance with paragraph 3.63 of the JSE Limited Listings Requirements (“Listings Requirements”), Northam hereby advises its shareholders of the following dealings by directors of the company, directors of major subsidiaries of the company and the company secretary:
| Name of director of the company | Ayanda Zemini Khumalo |
| Date of award letter | 6 November 2012 |
| Nature of transaction | Acceptance of awards over ordinary shares in terms of the Northam Share Incentive Plan |
| Class of securities | Awards over ordinary shares |
| Total number of ordinary shares covered by the awards | 154 000 (56 000 conditional shares with no performance conditions (“retention shares”)) (98 000 conditional shares with performance conditions (“performance shares”)) |
| Vesting period | 100% of the retention shares on the 2nd anniversary of the award date and depending on targets met in terms of the performance conditions, between nil to 135% of the performance shares on the 3rd anniversary of the award date |
| Value of transaction | - |
| Nature and extent of director’s interest | Direct beneficial |
| Transaction completed on market | No |
| Clearance obtained in terms of paragraph 3.66 of the Listings Requirements | Yes |
| Name of director of the company | Glyn Tudor Lewis |
| Date of award letter | 6 November 2012 |
| Nature of transaction | Acceptance of awards over ordinary shares in terms of the Northam Share Incentive Plan |
| Class of securities | Awards over ordinary shares |
| Total number of ordinary shares covered by the awards | 154 000 (56 000 retention shares) (98 000 performance shares) |
| Vesting period | 100% of the retention shares on the 2nd anniversary of the award date and depending on targets met in terms of the performance conditions, between nil to 135% of the performance shares on the 3rd anniversary of the award date |
| Value of transaction | - |
| Nature and extent of director’s interest | Direct beneficial |
| Transaction completed on market | No |
| Clearance obtained in terms of paragraph 3.66 of the Listings Requirements | Yes |
| Name of director of a major subsidiary company, Micawber 278 Proprietary Limited | Derek Roy Wolstenholme |
| Date of award letter | 6 November 2012 |
| Nature of transaction | Acceptance of awards over ordinary shares in terms of the Northam Share Incentive Plan |
| Class of securities | Awards over ordinary shares |
| Total number of ordinary shares covered by the awards | 49 000 (18 000 retention shares) (31 000 performance shares) |
| Vesting period | 100% of the retention shares on the 2nd anniversary of the award date and depending on targets met in terms of the performance conditions, between nil to 135% of the performance shares on the 3rd anniversary of the award date |
| Value of transaction | - |
| Nature and extent of director’s interest | Direct beneficial |
| Transaction completed on market | No |
| Clearance obtained in terms of paragraph 3.66 of the Listings Requirements | Yes |
| Name of director of the company | Patricia Beatrice Beale |
| Date of award letter | 6 November 2012 |
| Nature of transaction | Acceptance of awards over ordinary shares in terms of the Northam Share Incentive Plan |
| Class of securities | Awards over ordinary shares |
| Total number of ordinary shares covered by the awards | 23 000 (8 000 retention shares) (15 000 performance shares) |
| Vesting period | 100% of the retention shares on the 2nd anniversary of the award date and depending on targets met in terms of the performance conditions, between nil to 135% of the performance shares on the 3rd anniversary of the award date |
| Value of transaction | - |
| Nature and extent of director’s interest | Direct beneficial |
| Transaction completed on market | No |
| Clearance obtained in terms of paragraph 3.66 of the Listings Requirements | Yes |
Johannesburg
8 November 2012
Sponsor
One Capital
- 07 Nov 2012
Notice of annual general meeting
Northam shareholders are advised that at the annual general meeting of shareholders held on Wednesday, 7 November 2012, all the ordinary and special resolutions as set out in the notice of annual general meeting dated 28 September 2012, were approved by the requisite majority of shareholders.
Northam shareholders (“shareholders”) are advised that at the annual general meeting of shareholders held on Wednesday, 7 November 2012, all the ordinary and special resolutions as set out in the notice of annual general meeting dated 28 September 2012, were approved by the requisite majority of shareholders present or represented by proxy thereat.
The required special resolutions will be lodged with the Companies and Intellectual Property Commission in due course.
Johannesburg
7 November 2012
Sponsor
One Capital
- 06 Nov 2012
Change to the board of directors
Shareholders of Northam are advised that Mr MJ Willcox has resigned from the board as alternate director to Mr MSMM Xayiya.
In compliance with paragraph 3.59(b) of the JSE Limited Listings Requirements (“Listings Requirements”), shareholders of Northam are advised that Mr MJ Willcox has resigned from the board as alternate director to Mr MSMM Xayiya, with effect from 5 November 2012.
The board would like to thank Mr Willcox for his contribution to the company over the years.
Johannesburg
6 November 2012
Sponsor
One Capital
- 05 Oct 2012
Northam notice of annual general meeting and no change statement
The annual general meeting of Northam shareholders will be held in Room HB1, Hackle Brooke, 110 Conrad Drive, corner Jan Smuts Avenue and Conrad Drive, Craighall, Johannesburg, South Africa on Wednesday, 7 November 2012.
Notice of annual general meeting
The annual general meeting of Northam shareholders will be held in Room HB1, Hackle Brooke, 110 Conrad Drive, corner Jan Smuts Avenue and Conrad Drive, Craighall, Johannesburg, South Africa on Wednesday, 7 November 2012 at 10h00 to transact the business as stated in the notice of annual general meeting, forming part of the abridged annual report 2012 (“notice and abridged report”).
No change statement
Shareholders are advised that the summarised audited financial statements for the 12 months ended 30 June 2012 as contained in the notice and abridged report 2012, will be distributed to shareholders on Friday, 5 October 2012. The audited annual financial statements 2012 contain no material modifications to the reviewed preliminary results, which were published on SENS on 24 August 2012.
The annual integrated report 2012 containing the full audited annual financial statements, the sustainable development report 2012, and the notice and abridged report 2012, are available throughout our website or can be obtained from the company’s registered office on request.
Annual integrated
report 2012
View online
Sustainable
development report
2012 View online
Notice of AGM and abridged annual report 2012 Download (PDF - 675KB)
Memorandum of Incorporation Download (PDF - 209KB)
Johannesburg
5 October 2012
Sponsor
One Capital
- 05 Sep 2012
Dealings in securities by director
Northam hereby advises its shareholders of the following dealing by an entity in which a director of the company has an interest.
Northam hereby advises its shareholders of the following dealing by an entity in which a director of the company has an interest:
| Name of director: | PL Zim |
| Date: | 4 September 2012 |
| Nature of transaction: | Sale of Northam shares by Newshelf 848 Proprietary Limited, a subsidiary of Afripalm Resources Proprietary Limited in which PL Zim has an indirect non-beneficial interest |
| Class of Securities: | Ordinary Shares |
| Number of ordinary shares: | 11 174 520 |
| Price at which shares were sold: | R25.00 |
| Value of transaction | R279 363 000.00 |
| Nature and extent of director's interest: | Indirect non-beneficial |
| Transaction completed on market: | No |
Johannesburg
5 September 2012
Sponsor
One Capital
- 05 Sep 2012
Notice of disposal and acquisition of beneficial interests in Northam securities
In accordance with Section 122(3)(b) of the Companies Act, No 71 of 2008, as amended and paragraph 3.83(b) of the JSE Listings Requirements, Northam shareholders are advised of the following.
In accordance with Section 122(3)(b) of the Companies Act, No 71 of 2008, as amended and paragraph 3.83(b) of the JSE Listings Requirements, Northam shareholders are advised of the following:
- The company has received notification that the funders of Newshelf 848 Proprietary Limited (“Newshelf”) a subsidiary of Afripalm Resources Proprietary Limited, have disposed of 37 248 400 Northam shares. Consequently, Newshelf no longer has a beneficial interest in Northam (“the Disposal”).
- The company has received notification that the Public Investment Corporation (“PIC”) (on behalf of the Government Employees Pension Fund (“GEPF”)) has acquired a beneficial interest in securities of the company (“the PIC Acquisition”). Following the PIC Acquisition, PIC now holds 18.9% of the issued ordinary share capital of the company.
Johannesburg
5 September 2012
Sponsor
One Capital
- 03 Sep 2012
Northam issues R1.25 billion of domestic medium term notes
- Northam programme memorandum (PDF - 1.6MB)
- Northam applicable pricing supplement, tap issues (PDF - 193KB)
- Northam applicable pricing supplement (PDF - 192KB)
Northam shareholders are advised that the Company has successfully raised term debt through an issue of R1.25 billion three year senior unsecured floating rate notes under its R2 billion Domestic Medium Term Note Programme dated 3 August 2012.
Northam shareholders are advised that the Company has successfully raised term debt through an issue of R1.25 billion three year senior unsecured floating rate notes (“Notes” or “the Issue”) under its R2 billion Domestic Medium Term Note Programme dated 3 August 2012. The Notes will attract a coupon of 350 basis points above three month JIBAR (“Coupon”) and interest payments are due quarterly. The Notes will mature on 4 September 2015.
The Notes will be listed on Tuesday, 4 September 2012 on the interest rate market of the JSE Limited (bond code: NHM001). The first interest payment date will be 4 December 2012. The interest rate during the first quarter is based on three month JIBAR of 5.075% as at 30 August 2012, resulting in a Coupon of 8.575% applicable to the first quarter. The Issue will be guaranteed by Northam’s wholly owned subsidiaries, Micawber 278 Proprietary Limited and Khumama Platinum Proprietary Limited.
Glyn Lewis, CEO of Northam, commented on the Issue: “Northam is pleased to have secured total debt funding and facilities of R2.25 billion, comprising R1.25 billion of 3 year unsecured notes and a R1 billion revolving credit facility. These funds will be applied by Northam towards capital expenditure programmes, including the deepening of the Zondereinde mine and the completion of the Booysendal mine. The successful issue of the notes negates the need for Northam to seek shareholder funding for these purposes.”
- Northam programme memorandum (PDF - 1.6MB)
- Northam applicable pricing supplement, tap issues (PDF - 193KB)
- Northam applicable pricing supplement (PDF - 192KB)
Johannesburg
3 September 2012
Arranger, JSE Debt Sponsor and Sponsor
One Capital
Attorneys to the Issuer
Bowman Gilfillan Inc.
Dealer
Nedbank Capital
- 24 Aug 2012
Northam posts creditable results in challenging year
Introducing the group’s results for the year ended 30 June 2012, chief executive Glyn Lewis said today the platinum mining business had been particularly challenging during the past year with poor economic fundamentals.
Introducing the group’s results for the year ended 30 June 2012, chief executive Glyn Lewis said today the platinum mining business had been particularly challenging during the past year with poor economic fundamentals, safety stoppages and labour relations issues to deal with. He added, “More recently, and more disturbing, have been the tragic and troubling events at Marikana. We hope that the experiences of recent days will have had a sobering effect on all parties and that logic and discipline will prevail going forward throughout the industry.”
Key features for the year:
- Solid operating performance at Zondereinde
- Increase in PGM concentrates produced
- Unit cash cost increases well contained to 1.7%
- Satisfactory progress at Booysendal
- Credit facilities of R1.65 billion secured
Financial performance
The ready supply of mine platinum group metals (PGMs) to the market continued largely undiminished, and combined with the increased volumes of recycled metal resulted in a protracted period of market surplus. Metal prices reacted accordingly and weakened notably in recent months. In dollar terms the average PGM basket price was 6.5% lower year on year, at US$1 345/oz (F2011: US$1 439/oz). In spite of a weakening of the rand, averaging 10.7% over the year, the rand basket price received increased only marginally to R335 325/kg (2011: R323 899/kg).
Sales volumes were virtually flat year-on-year at 9 980 kg (320 861 oz) resulting in largely unchanged revenues at R3.7 billion (F2011: R3.6 billion). Higher production levels translated into a 16.6% rise in operating costs, which on a unit level were contained to 1.4%. Nevertheless, the higher volumes did little to stem to decline in the profit margin, dropping to a low of 9.2%.
Zondereinde mine
Higher tonnages and grades at the Zondereinde mine translated into PGM output rising by 15.4% to 8 979 kg (288 675 oz). Mining on the Merensky reef horizon continues to be challenging. However, ore reserve development on 15 level is in progress, with increased volumes expected from H1 2013. The furnace at Zondereinde is currently being rebuilt following a run-out at the smelter earlier in the year. The furnace should be operational again by the end of September 2012. In the interim Northam has been using third party toll-smelting facilities.
Booysendal mine
Steady progress continues to be made at the company’s new Booysendal mine. More than 4500 metres of underground development has been completed and the reverse decline system has been connected with the on-reef declines. “This is a significant milestone in the development programme and is a credit to the management at Booysendal,” said Lewis.
The reverse decline is currently being equipped with a conveyor while preparations for the installation of a chairlift, underground pumps and ventilation fans are on track.
On surface, construction of the concentrator plant and other mine infrastructure is well advanced. The plant is likely to completed by the end of H1 F2013, but hot commissioning remains subject to the availability of Eskom power. The company is currently working with Eskom to resolve the difficulties associated with access to and construction of a powerline over an Eskom servitude east of the mine. Subject to the resolution of this situation, production remains on track for H2 of F2013.
A total of R1.7 billion has been spent in the current year on the development of this mine. Estimated capex in F2013 is estimated at R1.3 billion. A total of R2.5 billion of Booysendal’s development has been funded from internally generated cash resources.
Financing arrangements
In order to meet its funding requirements, Northam secured a five-year revolving credit facility for an amount of R1 billion in November 2011. A further R650 million bridging loan facility is in place.
The company is currently engaged in raising additional third party debt funding to cover the completion of phase 1 of the Booysendal mine, the deepening project at the Zondereinde mine as well as other operational and working capital requirements of the group.
In conclusion
Looking forward Lewis pointed to continued economic uncertainties in global markets which are expected to weigh on PGM prices for the foreseeable future. “Whilst we will endeavour to improve output from our operations, which may also be affected by recent events in the industry, the outlook for earnings growth is subdued.”
Issued by
Russell and Associates
Johannesburg
Tel +27 11 880 3924