ZCCM-IH | Erratum Sheet -­ Re Rights Issue Circular

Please be advised of the following errors in the Claw‐back Rights Offer Circular to Shareholders dated 09 May 2014:

  • Pages 1, 4, 18 and 107
    The LA ISIN reads as follows:
    ‘LA ISIN: ‘ZM0000000037‘ . This should read:’ ZM0000000433
  • Page 23 paragraph 6.1.2.9
    The paragraph which reads: ‘ All Claw‐back Rights that are not exercised by Friday, 30 May 2014, will lapse’ should read ‘All Claw‐back Rights that are not exercised by Friday, 13 June 2014, will lapse.’
  • Page 112, last line under part 3.2The paragraph which reads: ‘ All Claw‐back Rights that are not exercised by Friday, 30 May 2014, will lapse ‘ should read ‘All Claw‐back Rights that are not exercised by Friday, 13 June 2014, will lapse.’
    NB : the revised Circular to Shareholders can be accessed online on the ZCCM‐IH website using the following link:
    https://www.zccm‐ih.com.zm/images/stories/reports/rro.pdf

ZCCM-IH | Renounceable Rights Offer Circular

CIRCULAR TO SHAREHOLDERS
Regarding a
RENOUNCEABLE RIGHTS OFFER
Of 43,100,861 “A” Ordinary Shares of ZMW 0.01 (one Zambian ngwee) par value each , fully subscribed for by GRZ, and 28,402,997 “B” Ordinary Shares of ZMW 0.01 (one Zambian ngwee) par value each comprising 19,482,040 “B” Ordinary Shares and 8,920,957 “B” Ordinary Shares, fully subscribed for by GRZ and NAPSA respectively, in the share capital of ZCCM‐IH (the “new Ordinary Shares”), at a subscription price of ZMW 29.23 per new Ordinary Share (“Rights Offer Price”);

RENOUNCEABLE CLAW‐BACK RIGHTS OFFER
Of the 8,920,957 “B” Ordinary Shares subscribed for by NAPSA, on the basis of 4 (four) new Ordinary Shares for every 5 (five) Ordinary Shares already held as at the Record Date, payable in full on acceptance;
and
Incorporating the information required for a Pre‐Listing Statement for the purposes of providing information to the public.

DIRECTORS RESPONSIBILITY STATEMENT
The Directors of ZCCM‐IH, whose names are given in section E on pages 33 to 34 of this Circular, collectively and individually accept full responsibility for the accuracy of the information contained in this Circular and confirm that to the best of their knowledge and belief, there are no other facts the omission of which would make any statement false or misleading, that they have made all reasonable enquiries to ascertain such facts and that the Circular contains all information required by law and the LuSE Listing Requirements. Each of the Joint Financial Advisers to the Offer and the listing, Sponsoring Broker, Legal Adviser, Co‐Legal Adviser, Transfer Agent and Independent Reporting Accountant have consented in writing to act in the capacities stated and to their names being stated and, where applicable, their reports being included in this Circular…


Download the full Circular to Shareholders below:

Circular to Shareholders regarding a Renounceable Rights Offer

ZCCM-IH | Claw Back Rights Offer Finalisation Announcement


CLAW BACK RIGHTS OFFER
FINALISATION ANNOUNCEMENT ­ THE TERMS OF THE RIGHTS OFFER


INTRODUCTION
ZCCM‐IH Shareholders (“Shareholders“) are referred to the Declaration Announcement published on 11 April 2014 advising shareholders of the proposed Rights Offer to be implemented by way of a fully subscribed renounceable Claw‐Back Rights Offer (the “Rights Offer“).
In compliance with the Listing Rules of the Lusaka Stock Exchange (“LuSE“) and further to the Declaration Announcement dated 11 April 2014, Shareholders are advised that the relevant Rights Offer terms and documentation have been finalized. Accordingly, ZCCM‐IH will now proceed with the Rights Offer…


Download the full announcement below:

Claw Back Rights Offer Finalisation Announcement

ZCCM-IH | Rights Offer Declaration Announcement


CLAW BACK RIGHTS OFFER
DECLARATION ANNOUNCEMENT
LAST DAY FOR REGISTRATION FOR THE RIGHTS


INTRODUCTION
In compliance with the Listing Rules of the Lusaka Stock Exchange (LuSE), shareholders are referred to the Market Update Announcement of 28 March 2014 in which ZCCM-IH informed shareholders that the recapitalisation of ZCCM‐IH as declared in the Extraordinary General Meeting (EGM) Circular to Shareholders dated 24 January 2014 (“the EGM Circular”) was realised through the signing of a Debt Settlement Agreement between ZCCM-IH and the Government of the Republic of Zambia (“GRZ“) on 25 March 2014….


Download the full announcement below:

Rights Offer Declaration Announcement

ZCCM-IH | Conclusion of Balance Sheet (Replacement)

ZCCM Investments Holdings PLC (ZCCM­IH) today announces that it has concluded the restructuring of its balance sheet. This momentous achievement is the result of the efforts by the Government of the Republic of Zambia (GRZ), in its capacity and role as the majority shareholder, to strengthen ZCCM­IH’s balance sheet in order to reposition and attract new investment into the company. As part of the said restructuring, GRZ has converted the debt owed to it by ZCCM­IH into equity through a share rights issue conducted on the Lusaka Stock Exchange (LuSE).

By a Debt Settlement Agreement between GRZ and ZCCM­IH signed on 25 March 2014, ZCCM­IH’s net indebtedness of ZMW 1,829,298,173.06 to GRZ was converted into equity, thereby satisfying the issuance and subscription for 87.6% of the new rights offer shares by GRZ…


Download the full press release below:

Conclusion of Balance Sheet (Replacement)

ZCCM-IH ladies donate to Matero After Care Centre on international women’s day

In commemorating this year’s International Women’s Day, ZCCM-IH ladies opted to make a donation to Matero After Care Centre. The centre houses the aged and has 23 males and 13 females.

The items donated included:

  • Mealie meal; kapenta; beans; cooking oil; sugar; rice
  • Blankets; chitenge; slippers; tshirts
  • Tippo; harpic; tissues; bathing soap; washing powder; body lotion; Vaseline; toothbrush; tooth paste
  • Plastic cups and plates; face towels.

ZCCM Investments Holdings Plc concludes restructuring of its balance sheet

ZCCM Investments Holdings PLC (ZCCM-IH) today announces that it has concluded the restructuring of its balance sheet. This momentous achievement is the result of the efforts by the Government of the Republic of Zambia (GRZ), in its capacity and role as the majority shareholder, to strengthen ZCCM-IH’s balance sheet in order to reposition and attract new investment into the company. As part of the said restructuring, GRZ has converted the debt owed to it by ZCCM-IH into equity through a share rights issue conducted on the Lusaka Stock Exchange (LuSE).

By a Debt Settlement Agreement between GRZ and ZCCM-IH signed on 25 March 2014, ZCCM-IH’s net indebtedness of ZMW 1,829,298,173.06 to GRZ was converted into equity, thereby satisfying the issuance and subscription for 87.53% of the new rights offer shares by GRZ.

Simultaneously, ZCCM-IH has raised fresh capital on the 12.47% portion of the rights offer which has been underwritten by the National Pension Scheme Authority (NAPSA) on a Claw-Back basis. The Claw- Back arrangement allows the Minority shareholders of ZCCM-IH who hold 12.47% shareholding in the Company to also fully participate in the share rights offer at the same price as GRZ.

At the Extra Ordinary General Meeting held by ZCCM-IH on 24 February, 2014, the shareholders unanimously resolved to recapitalize ZCCM-IH via a Claw back rights offer transaction. This development means that the huge historical debt owed to GRZ by ZCCM-IH has now been expunged from the balance sheet of ZCCM-IH. The Company now has a clean balance sheet, fresh capital injection and is repositioned to unlock and maximize value for the benefit of all shareholders going forward.

CONTACTS
For further information, the Company Secretary can be contacted as follows:-
Mr. Chabby Chabala,
Company Secretary:
Telephone: + 260 211 221023 / 228833
Email: cchabala@zccmnew.wpenginepowered.com
www.zccmnew.wpenginepowered.com

By Order
Chabby Chabala
Company Secretary
25 March 2014

Source: Lusaka Chamber of Commerce and Industry

ZCCM-IH | Notice of 10th Annual General Meeting

NOTICE IS HEREBY given that the Tenth Annual General Meeting of members of ZCCM Investments Holdings Plc will be held on Monday, 30 December 2013 at 10:00 hours at Southern Sun Ridgeway Hotel, corner of Church Road and Independence Avenue, Lusaka, Zambia to transact the following business:

  1. To consider and adopt the minutes of the 9th Annual General Meeting held on 13 December 2012.
  2. To consider and adopt the minutes of the Extraordinary General Meeting held on 17 May 2013.
  3. To receive and adopt the audited Financial Statements for the year ended 31 March 2013, together with the Reports of the Directors and the Auditors thereon.
  4. To consider and adopt the recommendation to appoint Auditors for the ensuing year to 31 March 2014, and to authorise the Directors to fix their remuneration.
  5. To transact such other business as may properly be transacted at an Annual General Meeting.

A member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and, on a poll, to vote in his/her stead. The proxy need not be a member of the Company. A proxy form is enclosed and must be deposited at the office of the Company Secretary not less than 48 hours before the time appointed for holding the meeting.

By Order of the Board

Chabby Chabala

Company Secretary

ZCCM-IH | Market update and further cautionary announcement

MARKET UPDATE ON THE INTERNAL
RESTRUCTURING AND REPOSITIONING STRATEGY
AND
FURTHER CAUTIONARY ANNOUNCEMENT

Further to the cautionary announcement issued on 12 December 2012, shareholders and the market are advised of the following further and on-going developments relating to the Company and are advised to continue exercising caution when dealing in ZCCM­IH shares…


Download the full Market Update and Cautionary Statement below:

Market Update and Cautionary Statement

ZCCM-IH | Director’s Half Year Summary to 31 March 2013

In compliance with the requirements of the “Securities Act, Cap 354 of the Laws of Zambia” and the Listing Rules of the Lusaka Stock Exchange, ZCCM Investments Holdings Plc announces the unaudited results for the six months period ended 31st March 2013.

The Group achieved a turnover of ZMW141.5 million during the six month period ended 31 March 2013 which was 13% above the turnover of ZMW 124.9 million for the six months to 31 March 2012. The turnover for Ndola Lime Company Limited (NLC) increased by 16% to ZMW107.5 million (2012: ZMW 92.5 million) The increase in turnover was as a result of improved production levels following the successful repair of the electrostatic precipitator at the beginning of 2012.

Total Dividend income earned was ZMW 8.9 million (2012:ZMW23.3 million). Dividends were earned from Chibuluma Mines Plc (ZMW 5.5 million) and Copperbelt Energy Corporation Plc (ZMW 3.4 million).


Download the full Directors’ interim summary for the six months ended 31 March 2013 below:

Directors’ interim summary for the six months ended 31 March 2013