Industrial Development Corporation Limited (“IDC”) is the majority shareholder in ZCCM Investments Holdings Plc (“ZCCM-IH”), holding 60.28% of the total issued share capital of ZCCM-IH.
IDC requested bridge financing from ZCCM-IH. The Board of ZCCM-IH considered and approved IDC’s request on 29 March 2018. Therefore, ZCCM-IH has advanced a loan to IDC at commercial terms (“the Transaction”).
2. TRANSACTION DETAILS
In line with the Listings Requirements of the Lusaka Securities Exchange (“LuSE”), this announcement sets out the major salient details of the Transaction, amongst others, as follows:
|Lender:||ZCCM Investments Holdings Plc (“ZCCM-IH”)|
|Borrower:||Industrial Development Corporation Limited (“IDC”)|
|Principle Amount:||USD 19,000,000.00.|
|Interest:||Interest accrued is payable at maturity of the facility agreement.|
|Maturity Date:||12 months from the date of issuance|
|Use of Proceeds:||The purpose of the loan is to secure financing for investments purposes.|
|Security:||360,937,534 ordinary shares in Zambia National Commercial Bank Plc (“ZANACO”).|
|Fair and Reasonable|
Opinion on the Transaction:
|The Independent Expert (“Expert”) conducted an analysis on the terms of the Transaction to ascertain the extent to which the terms of the Transaction are fair and reasonable as far as the minority shareholders of ZCCM-IH are concerned. The Expert has declared that the Transaction is Fair and Reasonable, and the fairness opinion will be available for inspection by shareholders at the ZCCM-IH offices for a period of 28 days from Friday, 15th June 2018.|
3. CATEGORISATION OF THE TRANSACTION
The nature of the Transaction is classified as a Small-Related-Party Category 2 Transaction and is not subject to regulatory and Shareholder approval according to Section 10.7 of the Lusaka Securities Exchange Listings Rules.
By Order of the Board
Issued in Lusaka, Zambia on Friday, 15th June 2018
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First Issued on Friday, 15th June 2018