Platmin announces that it has agreed to the conversion of all of its US$135 million worth of convertible debentures

TORONTO, Feb. 18 /CNW/ - Platmin Limited (TSX/AIM: PPN; JSE: PLN) today announced that  agreements have been executed with the holders of all the convertible debentures issued on 13 May, 2010, in principal amount of US$135 million, to convert the convertible debentures into 160,714,287 new common shares, subject to certain conditions.

The board of Platmin and the debentureholders have also approved an adjustment of the conversion price to the equivalent of US$0.84 per share, reflecting recent trading levels. That price compares to the closing price of C$0.90/share on 17 February, 2011 and the 5 day VWAP of C$0.86/share on the TSX. The conversion is subject to regulatory approval and to the completion of the transfer of certain power and water rights from Barrick Platinum South Africa (Proprietary) Limited to an affiliate of Platmin, which is expected to be completed shortly. Upon conversion, the full proceeds from the convertible debenture financing - which have been deposited to cash collateralized accounts - will be released to Platmin. The company intends to use the capital raised for general corporate purposes and for investment in growth.

Platmin Chairman Brian Gilbertson said: "We welcome this vote of confidence from the bondholders, which leaves Platmin well positioned to participate in a consolidating industry".

The adjustment to the conversion price in respect of US$30 million of principal amount of convertible debentures held by Pallinghurst Investor Consortium (Lux) S.à r.l. ("LuxCo") and US$100 million of principal amount of convertible debentures held by Ridgewood Investments (Mauritius) Pte Ltd ("Ridgewood") (an indirect subsidiary of Temasek Holdings (Private) Limited), are "related party transactions" within the meaning of MI 61-101 in Canada but are exempted from the minority approval requirements by application of section 5.7 of that rule. Upon conversion, LuxCo will acquire a total of 35,714,286 common shares and will then have ownership, control or direction over 192,683,032 common shares of Platmin representing 21.2% of the then outstanding Platmin common shares. Ridgewood will acquire a total of 119,047,620 common shares and will then have ownership, control or direction over 160,199,883 common shares representing 17.6% of the then outstanding Platmin common shares. Each independent director of Platmin has approved the amendment and there has been no contrary view or abstention by any independent director.

The adjustment to the conversion price only in respect of LuxCo also constitutes a related party transaction under the AIM Rules. The independent directors of Platmin, having consulted with the Company's nominated adviser, Investec Bank Plc, consider that the related party transaction is fair and reasonable so far as the shareholders of Platmin are concerned. In providing advice to the independent directors, Investec Bank Plc has taken into account the independent directors' commercial assessments.

Following conversion and the issuance of the new shares, the total number of voting rights in Platmin will be 910,395,054 common shares. The above figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, Platmin under the FSA's Disclosure and Transparency Rules.

About Platmin

Platmin explores for and develops and operates platinum group metals ("PGM") deposits in South Africa. The company's principal current focus is the Pilanesberg Platinum Mine, which is building up to full production. In addition, it holds platinum interests on the eastern limb of the Bushveld Complex. Platmin's long term goal is to become a significant producer of PGMs.

SOURCE Platmin Limited

For further information:

Russell & Associates 
Charmane Russell
Tel: +27 11 880 3924
Mobile: +27 82 372 5816

Russell & Associates 
Nicola Taylor
Tel: +27 11 880 3924
Mobile: + 27 82 927 8957

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