To: PHILLIP FLOTOW who wrote (75 ) 9/29/1999 2:27:00 PM From: PHILLIP FLOTOW Respond to of 124
News out today: Namibian Minerals Corporation (Namco) announces general offer to shareholders of Ocean Diamond Mining Holdings Ltd. (ODM) NASDAQ Trading Symbol: NMCOF TSE Trading Symbol: NMR NSE Trading Symbol: NMC LONDON, UK, Sept. 29 /CNW/ - Namibian Minerals Corporation (Namco) today announced its formal offer to acquire the common shares of Ocean Diamond Mining Holdings Ltd. (ODM) it does not currently own at ZAR8.25 per share. The offer expires on Tuesday 26 October 1999 unless extended. Namco announced its intention to make the offer on 3 September 1999. Namco owns approximately 34% of ODM and has an option over an additional eight million shares (17%) which if acquired would result in Namco owning approximately 51% of ODM. ODM shareholders are offered ZAR8.25 per share payable 50% in cash and 50% in Namco common shares at a price equivalent to US$4.00 (ZAR24.70). In addition, Namco is offering a full cash alternative of ZAR8.25 per ODM share. The offer values ODM at US$63 m. (ZAR383 m.) Namco has secured the US$41 m. funding required to purchase the shares in ODM it does not presently own. The offer is subject to relevant regulatory approvals. Namco's Chairman Alastair Holberton said: ``There are great synergies from consolidation of the No.2 and No.3 marine producers in Namibia. The application of our larger-scale production technology will more rapidly unlock value from the combined marine concession holding of 27 000 sq.km.' Following the appointment of Alastair Holberton as Chairman of ODM and the purchase of a 34% stake in ODM, Namco's future financial statements will equity account for ODM. Namco's financial statements for the third quarter are therefore expected to be published at the end of October 1999. Namco has a reputation as an innovator in marine mining technology and currently plans to profitably mine more than 260 000 carats of diamonds this year from its Luderitz Bay Mining Licence. Approximately 95% of Namco's production is gem quality. The Company is currently building its second marine diamond mining system which is scheduled to start operation next year. It recently announced a technological partnership in exploration technology with German group Wirth, pioneers of marine drilling technology off the coast of Namibia. FOR AND ON BEHALF OF THE BOARD OF DIRECTORS OF NAMIBIAN MINERALS CORPORATION J.A.Holberton Chairman & Chief Executive Officer Neither the Nasdaq National Market, The Toronto Stock Exchange, nor the Namibian Stock Exchange has reviewed the information herein and they do not accept responsibility for the adequacy or the accuracy of the above. For further information: Megan Williams, Namco, on tel + 44 171 824 8900 or email mwilliams@nam-corp.com I have already received my proxy notice, so no surprise. PHIL