TIDMZCC
RNS Number : 0309V
ZCCM Invs.Hldgs PLC
31 March 2023
SENS ANNOUNCEMENT
(the "Notice" or "Announcement")
ISSUER
ZCCM INVESTMENTS HOLDINGS PLC ("ZCCM-IH")
[Incorporated in the Republic of Zambia]
Company registration number: 119540000771
Share Code: ZCCM-IH
ISIN: ZM0000000037
Authorised by: Charles Mjumphi - Company Secretary
SPONSOR
Stockbrokers Zambia Limited
[Founder Member of the Lusaka Securities Exchange]
[Regulated and licensed by the Securities and Exchange
Commission of Zambia]
Contact Number: +260-211-232456
Website: www.sbz.com.zm
APPROVAL
The captioned Notice or Announcement has been approved by:
i. the Lusaka Securities Exchange ("LuSE")
ii. the Securities and Exchange Commission ("SEC")
iii. Stockbrokers Zambia Limited ("SBZ")
RISK WARNING
The Notice or Announcement contained herein contains information
that may be of a price sensitive nature.
Investors are advised to seek the advice of their investment
advisor, stockbroker, or any professional duly licensed by the
Securities and Exchange Commission of Zambia to provide securities
advice.
ISSUED: 31 March 2023
ZCCM INVESTMENTS HOLDINGS PLC
[Incorporated in the Republic of Zambia]
Company registration number: 119540000771
Share Code: ZCCM-IH
ISIN: ZM0000000037
["ZCCM-IH" or the "Company"]
RESULTS OF RESOLUTIONS PASSED AT THE EXTRAORDINARY GENERAL
MEETING OF ZCCM INVESTMENT HOLDINGS PLC & COMPLETION OF
TRANSACTION
1.0 Introduction
Shareholders are referred to the announcements ZCCM-IH released
on the Stock Exchange News Service ("SENS") of the Lusaka
Securities Exchange ("LUSE") on 1 December 2022 regarding the
proposed conversion of the dividend rights and certain economic
rights attached to ZCCM-IH's 20% shareholding in Kansanshi Mining
Plc (KMP) to a 3.1 percent life-of-mine gross revenue Royalty and
the variation of the rights ascribed to ZCCM-IH's Class A shares in
KMP ("the Transaction"). The Company distributed a Transaction
circular (the "Circular") on the 9(th) of March 2023 incorporating
a notice of Extraordinary General Meeting ("EGM") to consider the
Transaction. The Board of Directors of ZCCM-IH ("the Board") is
pleased to provide a further update in relation to the
Transaction.
2.0 Results of the General Meeting
At the EGM of ZCCM-IH held on Friday, 31 March 2023 and hosted
in Kitwe, Zambia, shareholders of ZCCM-IH ("Shareholders")
considered the resolutions proposed at the EGM as set out
below:
1. Seek the approval of the shareholders of ZCCM-IH for the
transaction relating to the proposed conversion of the dividend
rights and certain economic rights attached to ZCCM-IH's 20%
shareholding in Kansanshi Mining PLC ("KMP") to a 3.1 percent
life-of-mine gross revenue Royalty pursuant to the Royalty
Agreement and the related variation of the rights ascribed to
ZCCM-IH's Class A shares in KMP (the "Transaction"). The proposed
Transaction is to be implemented by the following steps outlined in
the Framework Agreement and Circular:
THAT the Transaction be and is hereby approved and the directors
of the Company (the "Directors") be and are hereby authorised
to:
a. do and procure to be done all such acts and things as they
consider necessary, expedient or appropriate in connection with the
Transaction and to give effect to or implement the Transaction and
this resolution (including for the purpose of obtaining any
approval, consent, clearance or permission that is a condition to
the Transaction or that the Directors consider necessary or
expedient); and
b. to agree such modifications, variations, revisions, waivers
or amendments to the terms and conditions of the Transaction
(provided that such modifications, variations, revisions, waivers
or amendments are not of a material nature), to any documents, and
arrangements relating thereto, as the directors may, in their
absolute discretion think fit.
This proposed resolution was approved by the Shareholders.
2. Seek the approval of the shareholders of ZCCM-IH for the
Company to issue corporate guarantees in relation to group capital
requirements to a limit of US$ 200 million.
The second resolution was withdrawn from the agenda of the
meeting to allow the company to undertake a comprehensive
assessment of the impact of the proposed guarantees and was not
voted on. The resolution will be tabled at the next Annual General
Meeting scheduled to be held by end of May 2023.
3.0 Completion of the Transaction
The Board is pleased to confirm that all the Conditions
Precedent to the Transaction have now been satisfied, allowing for
the completion of the Transaction on 4 April 2023.
By Order of the Board
Charles Mjumphi
Company Secretary
Issued in Lusaka, Zambia on 31 March 2023
T | +260-211-232456
E | advisory@sbz.com.zm
W | www. sbz.com.zm
Stockbrokers Zambia Limited (SBZ) is a member of
the Lusaka Securities Exchange and is regulated
by the Securities and Exchange Commission of Zambia
===============================================================================================================================================
First
Issued
on 31
March
2023
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END
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