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JOHANNESBURG - Thungela Resources Limited, a South African mining company, has announced the acquisition of the remaining interests in the Ensham coal mine, moving to consolidate 100% ownership of the operation. The deal, which was finalized today, involves buying out co-investors Audley Energy Limited and Mayfair Corporations Group Pty Ltd.
Initially, Thungela Resources Australia Pty Ltd, a wholly owned subsidiary of Thungela, held a 75% stake in the Ensham Business through Sungela Holdings Pty Ltd, while Audley and Mayfair each held 12.5%. The acquisition also encompasses the unvested interests from a long-term incentive plan that could increase co-investors’ shares by another 5%.
The purchase consideration for the transaction includes an upfront payment equal to the balance of the mezzanine loans, amounting to AUD 81,940,313.39, and a cash sum of USD 862,500. Additionally, there is a potential deferred conditional consideration capped at USD 7,766,875, contingent upon the Ensham Business obtaining a mining license and environmental approvals for Zone 1, which would extend the mine’s life to 2037.
The acquisition follows Thungela’s strategy of geographic diversification into Australia, aiming to enhance its production profile and earnings. The Ensham Business has reportedly been performing well operationally, allowing Thungela to tap into new markets and gain exposure to the Newcastle Benchmark coal price.
The transaction is subject to certain conditions, including approvals from the Foreign Investment Review Board and the South African Reserve Bank, which must be met or waived by August 31, 2025.
The Ensham Business, on a 100% basis, had a net asset value (NAV) of AUD 395 million as of June 30, 2024, with a net profit after tax (NPAT) of AUD 27 million. Thungela plans to fund the purchase from its existing net cash resources, maintaining sufficient liquidity to support ongoing projects.
This transaction is classified as a Category 2 transaction under section 9 of the JSE Listings Requirements, using an exchange rate of ZAR18.31:USD as of March 13, 2025. The information is based on a press release statement provided by Thungela Resources Limited.
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