Announcements 2013

Zondereinde strike – update 7

The management of Northam Platinum advises that after a strike of six weeks, at its Zondereinde operation, by members of the National Union of Mineworkers, NUM's demands, in aggregate, remain at an increase of 16% on basic wages.


Johannesburg, Friday 13 December 2013. The management of Northam Platinum advises that after a strike of six weeks, at its Zondereinde operation, by members of the National Union of Mineworkers, NUM’s demands, in aggregate, remain at an increase of 16% on basic wages. In addition NUM demands an increase of 69% in the living out allowance.

Northam therefore has informed the CCMA that its final offer of wage increases ranging between 8% and 9% for non core and core employees in the A and B categories and an 8% increase in the living out allowance, conditional on a two year wage agreement, remains on the table.

Northam has further proposed to the CCMA that, in the light of NUM’s intransigent position, that the CCMA’s mediation process be held in abeyance until the New Year.

Striking employees have lost R74 million in wages.

Northam’s revenue losses to date amount to some R450 million, with expected losses of R500 million for the year.

Issued by
Russell & Associates
Johannesburg
Tel +27 11 880 3924

New R400 million short term revolving credit facility and amendments to Northam’s existing R1 billion revolving credit facility

Shareholders are referred to the announcement released on SENS on 20 September 2013. The company is pleased to advise shareholders that the R400 million STRCF referred to in the announcement has been secured and is available to Northam.


Shareholders are referred to the announcement released on SENS on 20 September 2013. The company is pleased to advise shareholders that the R400 million STRCF referred to in the announcement has been secured and is available to Northam.

In parallel with the implementation of the STRCF, Northam has secured a complete special covenant holiday in respect of all existing debt covenants applicable to the current R1 billion RCF that pertain or are calculated with reference to Northam’s earnings before interest, tax, depreciation and amortisation over the next three measuring periods (i.e. ending on 31 December 2013, 30 June 2014 and 31 December 2014, respectively).

The covenant holiday also applies to the R400 million STRCF.

Sponsor and Debt Sponsor
One Capital

Results of the claw-back rights offer

Northam shareholders are referred to the announcements published on SENS on 20 September 2013 and 1 November 2013, as well as the circular to shareholders issued on 18 November 2013 (circular), setting out the details of Northam’s fully subscribed R600 million renounceable claw-back rights offer of 15 million new Northam ordinary shares.


Northam shareholders are referred to the announcements published on SENS on 20 September 2013 and 1 November 2013, as well as the circular to shareholders issued on 18 November 2013 (circular), setting out the details of Northam’s fully subscribed R600 million renounceable claw-back rights offer of 15 million new Northam ordinary shares (claw-back shares) in the ratio of 3.92068 claw-back shares for every 100 Northam ordinary shares held on Friday, 15 November 2013, at a subscription price of R40 per claw-back share (offer).

As set out in the circular, pursuant to the commitment agreement entered into between Northam and Coronation Asset Management Proprietary Limited (subscriber), the offer was fully subscribed for.

The offer closed at 12:00 on Friday, 6 December 2013 (record date). The results of the offer are as follows:

  Number of claw-back shares Percentage of claw-back shares
Claw-back shares available for subscription 15 000 000 100%
Claw-back shares subscribed for 6 563 015 43.75%
Claw-back shares allocated to the subscriber 8 436 985 56.25%

The claw-back shares will be issued today, Monday, 9 December 2013.

Dematerialised shareholders registered as such on the record date (or their renouncees), who validly subscribed for claw-back shares, will have their accounts with their central securities depository participant or broker credited with the claw-back shares to which they are entitled today, Monday, 9 December 2013.

Certificated shareholders registered as such on the record date (or their renouncees), who validly subscribed for claw-back shares, will have share certificates in respect of the claw-back shares to which they are entitled posted to them via registered post, at their own risk, today, Monday, 9 December 2013.

Sponsor and Debt Sponsor
One Capital

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 8.70% p.a. (350bps above 3 month Jibar of 5.20%) for the period 4 December 2013 to 3 March 2014, payable on 4 March 2014 (Modified Following*)
  Next reset: 4 March 2014

JIBAR rates as at 4 December 2013: 3 Month 5.20%

*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.

Sponsor and Debt Sponsor
One Capital

Northam’s response to memorandum from the National Union of Mineworkers (NUM)

Text of a letter delivered to Messrs. F Baleni, E Tantsi and J Moloko of the NUM on 28 November 2013.


Johannesburg, 28 November 2013. Text of a letter delivered to Messrs. F Baleni, E Tantsi and J Moloko of the NUM on 28 November 2013.

The management of Northam is in receipt of your memorandum ‘Grievances to Northam Platinum Limited’ dated 26 November 2013.

Prior to dealing with the contents of the memorandum, may we compliment the NUM and its members on their conduct during the march on Tuesday, 26 November.

In respect of the memorandum, we have scrutinised all of the issues raised and respond below. We remind you that the dispute is in respect of wages and conditions of service, and will therefore limit our response to these matters only.

There are five main issues raised in your memorandum:

  • Wage increases and housing/living-out allowance
  • Negotiating in good faith
  • Hydro-power
  • Maternity leave
  • Communication with employees.

We will deal with each issue in turn below.

Wage increases:

Your demand for an across-the-board wage increases of R2,100 per month for core employees and R2,000 per month for non-core employees in category 2-8 amounts to increases of between 22% to 43%. A further increase in the housing/living-out allowance from R2,200 per month to R3,718 per month equates to a 69% increase. Thus, you are seeking an entry level wage increase of around 61%.

The company cannot afford the proposed wage increase or the increase in housing/living-out allowance, not even in a staggered manner in the short term.

Further, any rise in the settlement would inform the affordability of any other issues still in dispute. You are reminded that some demands had been agreed to in principle, providing an amicable settlement in regard to the above is reached.

Management has been mandated to ensure an affordable and sustainable outcome to the wage negotiations, in order to ensure the future sustainability of the mine. The offer of 8.5% (9% inclusive of Service Increment) for core employees and 7.5% (8% inclusive of Service Increment) for non-core employees, and an increase of 8% per year in the living-out allowance for categories 2-8 employees, for the next two years, is a very responsible and fair offer. It must be noted that this is the highest in the mining industry agreed this year, and above that of the gold sector in which the NUM is the dominant union. Given the settlements elsewhere in the industry, to which NUM is party, we are unable to understand NUM’s current position and its refusal to make concessions.

Considering the mine’s financial position, the current economic climate and the depreciating basket price we receive for our metals which has been below the gold price for several years, management must and will continue to act in the best interest of all stakeholders. The company therefore is unable to countenance acceding to NUM’s demands.

Negotiating in good faith:

We take issue with the NUM’s allegation that the company has not bargained in good faith. Good faith bargaining has been a guiding principle of the company’s approach to these and all other negotiations. This is clearly evidenced by the moves and concessions that the company has made.

Negotiation, as you are well aware, is, by definition, a process of give and take. Making concessions is evidence of this.

During the private mediation processes NUM did not alter its demands at all, while the company made two consecutive improvements in its offer. Although the NUM referred the dispute to the CCMA for mediation, the NUM continued to make no concessions during this process. The commissioner declared the dispute unresolved, stating that the parties were too far apart.

At the request of Messrs Tantsi and Moloko, Northam tabled its final offer on 5 November. This was the company’s third revision. Further mediatory processes ensued, but still there was no movement in the demand made by the NUM. It is simply not possible to ‘negotiate’ if only one party ever moves, and the other party maintains its position. We therefore call on NUM to show good faith in its approach to these negotiations.

Hydro-power

There is no scientific evidence of any ill-effects of hydro-power. The benefits of hydro-power are significant in terms of occupational health – cooler conditions, reduced noise, and reduced dust in underground environments.

Northam has been operating on hydro-power for more than 20 years. Other mines in the industry also use hydro-power. That said, should the union wish to raise specific and well-founded concerns, then the company would address them.

We must also take issue with the principle embedded herein. It would be unconscionable for the company to condone employees working in harmful working conditions or compensate employees for working in such harmful working conditions. Should harmful working conditions exist, those conditions need to be addressed.

Maternity leave

There is no industry policy relating to paid maternity leave. Different companies have different policies in place. The Basic Conditions of Employment Act provides for four months unpaid leave. Northam goes further than that, and pays one month of paid leave as well. It should also be noted that Northam bears the cost of pregnant employees not being able to work underground during and immediately after their pregnancy.

Communication with employees

It is management’s right and indeed responsibility, to communicate with employees. We will continue to do so. We will also continue to communicate with the company’s many and varied stakeholders who are affected by the strike action. Again, it is our responsibility to do so.

Now more than ever, it is of critical importance that information is shared in a transparent fashion. The very future of our mine and livelihoods of our employees, their dependents and many, many other interested parties are at stake.

In conclusion

The continued strike brings the affordability of the current offer into question. Similarly, it threatens our ability to consider other non-wage related demands, or our ability to avoid job losses.

May I remind you of one of the basic tenets of the Framework Agreement for a Sustainable Mining Industry, forged under the auspices of the Deputy President and to which the NUM is a signatory, “Workers, the unemployed and vulnerable groups are the biggest losers in unstable economic conditions. Our experience from the 2008 global financial crisis highlights that job losses are often difficult to reverse and that regaining market share is not easy for firms given the high levels of global competition.”

It goes on to say that in order to ‘succeed’, the framework agreement requires stakeholders to dedicate “... the necessary capacity and time; accept that economic realities constrain our decisions; and communicate their commitments as well as progress in implementation consistently and strongly to their members”.

The management of Northam remains willing to engage with NUM leadership, to reach and finalise an amicable settlement. We urge the NUM to reconsider its substantive position with regard to wages and to communicate openly and honestly with all affected parties.

Issued by
Russell & Associates
Johannesburg
Tel +27 (0)11 880 3924

Northam clarifies public letter to NUM General Secretary

Shareholders and stakeholders will have noted Northam’s public communication initiative last week with the NUM.


Johannesburg, 28 November 2013. Shareholders and stakeholders will have noted Northam’s public communication initiative last week with the NUM. This public initiative complements and follows on Northam’s direct communications with its employees, investors, the government and the public at large.

The decision to embark on this initiative was informed by the following factors:

  • A clear disconnect in information-sharing between the union and employees. It had become apparent that the strike at Northam’s Zondereinde operation was part of a bigger play by the NUM, and had little to do with actual wage negotiations at Zondereinde. This communication became more challenging since many employees had returned to their homes around the country, and neighbouring countries.
  • Misinformation in the media and public domain perpetuated by the NUM, which is potentially harmful to Northam. NUM’s communication has been misleading and disingenuous. By way of example:
    • NUM claims not to have gone on strike at Northam last year, when the rest of the platinum industry was on strike. They fail to mention that the NUM did not call a strike anywhere on the platinum belt, and that NUM’s two-week unprotected strike earlier this year at Northam lost the company R200m in revenue, without any material benefits to employees.
    • The NUM has by-passed Zondereinde and Northam management and has tried to engage the board in wage negotiations. It has done this in a highly public way, and on matters not related to wage negotiations.
    • Allied to this, the NUM has made vague but many allegations about racism and the lack of transformation at Northam, again in the public domain.
    • NUM’s failure to mention that while the company has revised its offer three times during the wage negotiations, the union has not moved from its original position.
    • Finally, the NUM’s very public and planned march to Northam’s corporate office was intended to publicly denounce management, and further NUM’s public positioning.
  • The refusal by NUM national leadership, and in particular, Mr Baleni to engage with Northam at all during these wage negotiations.

Given that the union is one of many stakeholders, our communications extended also to employees, surrounding communities and neighbours, with government, the media, and shareholders and the public at large.

We did this through:

  • Regular updates to our shareholders and to the media on Northam’s position.
  • A letter to the Minister of Mineral Resources providing background on the negotiations, the strike and the industry and company position.
  • We embarked on a campaign on local radio stations around the Zondereinde mine, and in Mozambique, Lesotho and the Eastern Cape, giving employees information on the offer, and why it was important for us to work together to save the mine and jobs.
  • We wrote and delivered to Frans Baleni the open letter that was later published in the media. This was delivered to his office on Friday 22 November, two days prior to its publication first in City Press and then on Monday in Business Day and receipt of this document was signed for.

We believe that our communications initiative achieved the following:

  • Our investors remain informed.
  • There has not been any negative commentary from the government.
  • The response from the media has largely been understanding of Northam’s position; and
  • For the first time, Frans Baleni has engaged in the debate; and was visible at the NUM march on the Northam coroprate offices. We are hopeful now that the NUM may actually come to the negotiating table. This may indeed be a break-through.

It is regrettable that we have had to resort to a highly public position in this way. This is not Northam’s traditional style. But, having entered the fourth week of a strike, we needed to take unusual steps to break the impasse.

The management of Northam remains willing to engage with NUM leadership, to reach and finalise an amicable settlement. We urge the NUM to reconsider its substantive position with regard to wages and communicate openly and honestly with all affected parties.

Issued by
Russell & Associates
Johannesburg
Tel +27 (0)11 880 3924

Northam accepts memorandum from the NUM

The management of Northam Platinum confirms receipt of a memorandum delivered to the company’s corporate office in Johannesburg today, Tuesday 26 November.


Johannesburg, 26 November 2013. The management of Northam Platinum confirms receipt of a memorandum delivered to the company’s corporate office in Johannesburg today, Tuesday 26 November following a march by members of the National Union of Mineworkers (NUM).

Northam financial director Ayanda Khumalo took delivery of the memorandum on behalf of the company. In accepting the union’s demands, Mr Khumalo acknowledged the disciplined approach of the marchers and the peaceful nature of the protest.

The company will review the memorandum and respond to the union as soon as practicably possible.

Memorandum presented to Northam by the NUM, 26 November 2013. (PDF - 82KB)


Issued by
Russell & Associates
Johannesburg
Tel +27 (0)11 880 3924

Zondereinde strike – update 6

The management of Northam Platinum Limited advises that revenue losses at the company’s Zondereinde mine to date have grown to approximately R200 million.


Johannesburg, 20 November 2013. The management of Northam Platinum Limited (Northam) advises that revenue losses at the company’s Zondereinde mine to date have grown to approximately R200 million.

The revenue losses result from a strike by the National Union of Mineworkers (NUM) which has declined the company’s offer for wage increases of up to 9%. Employees have lost R30 million in wages to date.

The strike enters its 14th day today. On average, Zondereinde produces 1 000 ounces on a daily basis.

The company cannot accede to the NUM’s demands, which would significantly raise the cost base of the business and jeopardise the sustainability of the company and jobs, in the longer term.

For further information on the company’s offer and the union’s demands see:
wagenegotiations.northam.co.za

Issued by
Russell & Associates
Johannesburg
Tel +27 (0)11 880 3924

Zondereinde strike: update 5

The management of Northam advises that the talks held at the Commission for Conciliation, Mediation and Arbitration on Friday 15 November 2013 to resolve the current impasse between the National Union of Mineworkers and the management of the Zondereinde division of the company were inconclusive.


The management of Northam advises that the talks held at the Commission for Conciliation, Mediation and Arbitration (CCMA) on Friday 15 November 2013 to resolve the current impasse between the National Union of Mineworkers (NUM) and the management of the Zondereinde division of the company were inconclusive.

The company’s offer of a 9% increase for core and 8% for non-core employees, and an 8% increase in the living out allowance, remains unchanged. This offer, made on 5 November, is inclusive of a 0.5% service increment.

The NUM’s demands remain as follows for category 2-8 employees (A and B band employees)

  • An increase for non-core employees of R2 000 on basic wages (equivalent to 22% - 42% at the lowest levels);
  • An increase for core employees of R2 100 on basic wages (equivalent to 23% - 43% at the lowest level);
  • The living out allowance to be increased by 69% from R2 200 to R3 718 monthly staggered in two tranches over six months.
  • No multi-year agreement.

Northam has indicated its willingness to continue with facilitated talks, and is encouraged by the NUM’s positive reaction to further discussions.

Johannesburg
18 November 2013

Sponsor and Debt Sponsor
One Capital

Posting of Northam claw-back rights offer circular

Northam shareholders are referred to the finalisation announcement released on SENS on 1 November 2013 and published in the press on 4 November 2013, regarding the fully subscribed R600 million renounceable claw-back rights offer.


Johannesburg, Monday 18 November 2013. Northam shareholders (“shareholders") are referred to the finalisation announcement released on SENS on 1 November 2013 and published in the press on 4 November 2013, regarding the fully subscribed R600 million renounceable claw-back rights offer (“offer”), in terms of which 15 million new Northam ordinary shares (“claw-back shares”) will be offered to shareholders at a subscription price of R40 per claw-back share.

Shareholders are advised that the offer opened today and that the circular providing details of the offer ("circular”) and a form of instruction, where applicable, was posted today. An electronic version of the circular is available on the Northam website.

Shareholders who hold Northam ordinary shares in certificated form are requested to contact the company’s transfer secretaries with any queries regarding the forms of instruction issued in respect of letters of allocation relating to the offer.

Northam circular to shareholders (PDF – 281KB)

Form of instruction (PDF – 58KB)


Issued by
Russell & Associates
Johannesburg
Tel +27 (0)11 880 3924