Admission to AIM

RNS Number:3067O
Petmin Limited
20 December 2006

                                        Petmin Limited



Incorporated in the Republic of South Africa
Registration Number 1972/001062/06
Share Code: PET (JSE), PTMN (AIM)                     ISIN: ZAE000076014
("Petmin", "the Company" or "the Group")


                                Admission to AIM


Petmin, the Johannesburg-based JSE-listed (JSE:PET) (AIM: PTMN) mining company,
today announces its admission to London Stock Exchange plc's Alternative
Investment Market ("AIM") ("Admission") and a placing (the "Placing") of
40,000,000 new ordinary shares of ZAR0.25 each in the Company ("Placing Shares")
at 9p per share (approximately ZAR 1.26) ("Placing Price") to raise
approximately #3.6m (approximately ZAR 50.4m) before expenses. The Placing
represents approximately 9% of the Company's current issued share capital.
Numis Securities Ltd acted as NOMAD and Broker to the Company.


The issue has been conducted under the Company's general authority to issue up
to 15% of its issued share capital of the Company for cash at a maximum discount
of 10% to the weighted average traded price of the Company's shares over the 30
days prior to the date on which the Placing Price was agreed.


Petmin is a multi-asset JSE-listed mining company, with profitable specialist
coal and silica assets in South Africa and an experienced corporate and
operational management team.  Admission to AIM represents a further step by the
company in its long-term strategy of becoming an international multi-commodity
minerals business.


Placing Statistics


Placing Price                                         9p                 R1.26
Number of Placing Shares                              40,000,000
Total number of issued shares following Admission    479,890,000
Market capitalisation following Admission at the 
   Placing Price                                     #43.2m              R604.7m
Estimated gross proceeds of the Placing              #3.6m               R50.4
Estimated net proceeds of the Placing                #2.7m               R37.4



The Placing Price of 9p (R1.26) is equivalent to a discount of 3.97% to the
weighted average Petmin share price over the last 30 days prior to the date of
finalisation of this announcement, being Thursday 13 December 2006, assuming an
exchange rate of ZAR 14: GBP 1.



The proceeds of the Placing are intended to fund future growth, and more
specifically:



*         a comprehensive drilling programme at Petmin's Somkhele Anthracite
Colliery near Richards Bay in KwaZulu-Natal Province, to move resources to
proven reserves and extend the life of mine beyond 25 years;



*         the acquisition of additional Richards Bay Coal Terminal allocation to
support planned growth in the company's anthracite exports;



*         logistics and distribution channels for Somkhele and the Springlake
Colliery near Dundee in KwaZulu-Natal Province;



*         a plant upgrade at the SamQuarz silica operation near Delmas in
Mpumalanga Province; and



*         the financing of new projects and acquisitions and general working
capital requirements.



UNAUDITED PRO FORMA FINANCIAL INFORMATION



The unaudited pro forma consolidated income statement and balance sheet of
Petmin, before and after the Placing are set out below. The unaudited pro forma
earnings per share and net asset values per share have been presented for
illustrative purposes only and because of their nature may not give a fair
reflection of Petmin's earnings and net asset values after the Placing. It has
been assumed for purposes of the pro forma financial information that the
Placing took place with effect from 30 June 2005 for income statement purposes
and 30 June 2006 for balance sheet purposes. The directors of Petmin are
responsible for the preparation of the unaudited pro forma earnings per share
and net asset value per share calculations.


                                                   Before         After          % change
 Basic earnings per ordinary share (cents)         16.38          11.86            -28%
 Diluted earnings per ordinary share (cents)       14.85          10.87            -27%

 Headline earnings per share (cents)                4.98           5.00             0%
 Diluted headline earnings per share (cents)        4.52           4.58             1%

 Net asset value per share (cents)                 81.94          83.33             2%
 Net tangible asset value (cents)                  80.41          81.93             2%
 Number of shares in issue                      439,890,000    479,890,000          9%

 Notes:
*         The "Before" financial information is based on Petmin's audited income statement
for the year ended 30 June 2006.
*         The weighted average number of shares has been adjusted for the 40 million ordinary
shares to be issued pursuant to the Placing.
*         Interest benefit has been calculated in respect of the cash raised of ZAR 50.4
million, less total anticipated costs relating to Admission and the Placing of ZAR 13
million.
*         Anticipated, one-off Admission expenses of ZAR 10.7 million have been added back
for the headline earnings calculation.
*         The "Before" balance sheet is based on Petmin's audited balance sheet as at 30 June
2006.
*         The share capital and share premium have been adjusted to include the issue of 40
million ordinary shares at 9 pence per share (approximately ZAR 1.26 per share) and assumes
an exchange rate of GBP 14: ZAR1.  R2.3 million share issue expenses were written off against
share premium.
*         Cash and cash equivalents has been adjusted to include the cash received as a
result of the issue of 40 million ordinary shares at an average issue price of 9 pence per
share less total anticipated Admission and Placing expenses of R13 million.





Key mining assets



The Group's principal mining assets comprise of:



*         SamQuarz, South Africa's largest silica mine near Delmas in the
Mpumalanga Province, approximately 85km east of Johannesburg. It has been in
operation since 1955 and was acquired by Petmin in September 2004;

*         Springlake Colliery, South Africa's largest producer of anthracite
near Dundee in the KwaZulu-Natal Province, approximately 360km south-east of
Johannesburg. It has been in operation since 1977 and was acquired by Petmin in
December 2005; and

*         Somkhele, a high quality anthracite project approximately 85km
north-east of Richards Bay in the KwaZulu-Natal Province. It is scheduled to
commence production in January 2007, with sales expected to begin in the second
quarter of 2007. The project was acquired by Petmin in December 2005 as part of
its acquisition of Springlake Holdings.



A summary of Petmin's key mining assets is outlined in the table below. The
valuation referred to is sourced from Snowden Mining Industry Consultants'
Competent Person's Report ("CPR") on Petmin's mining assets set out in Part IV
of the AIM admission document published by the Company today ("Admission
Document").  Further details of these assets are set out in the Admission
Document (including the CPR set out therein), which is available on the
Company's website at www.petmin.co.za.


Mining Asset  Location         Status        ROM Production   Product      Life of    CPR
                                                                           Mine       Valuation(1)

SamQuarz      Delmas,          Operating     1.6mtpa          Silica       >10 years2 R205m
              Mpumalanga       mine

Springlake3   Dundee,          Operating     1.3mtpa          Anthracite   >12 years  R211m
Colliery      KwaZulu-Natal    mine

Somkhele      Mtubatuba,       Near          0.95 mtpa5       Anthracite   11 years6  R453m
              KwaZulu-Natal    production4


                                                                                       Total R869m



(1) NAV (mining assets only) real (non-inflated) discount rate of 10 per cent.
used for valuation purposes

2 Based on the CPR, the directors estimate that there are a further 30 years of
mineable reserves at SamQuarz at an average ROM production level of 1.6 mtpa
(1.3 mtpa saleable product).

3 Note that the LOM for the current opencast mining operations (which contribute
0.5 mtpa out of the total ROM production level of 1.3 mtpa) is eight years.
Based on the CPR, the Directors believe that Springlake has a further five years
of mineable underground reserves (as well as 8m mineable in situ tonnes of
underground bituminous resource). Also note that neither the summary table above
nor the CPR attribute any value to the additional mining rights at Besterdale
farm adjacent to Springlake

4 Production is currently scheduled to commence in Area 2 in January 2007 and in
Area 1 in 2009.

5 Note that, under the LOM plan, estimated ROM production for first full year of
production at Somkhele is 0.5 mtpa, rising to 0.95 mtpa by 2010. No value has
been attributed to Areas 4 and 5 in the CPR.

6 The current LOM plan of 11 years is based on operations at Somkhele Areas 1
and 2. Based on the CPR, the Directors believe that there are a further 16 years
of mineable resources in Area 1 (as well as an inferred resource of 21.4m
mineable in situ tonnes in Area 3).



Key strengths:



The directors believe that Petmin's key strengths are as follows:



*                     well-established, profitable mining assets in SamQuarz and
Springlake, which have made the Group the largest producer of silica and
anthracite in South Africa;

*                     in Somkhele, a high-quality anthracite asset scheduled for
near-term production with the potential to provide greater access to the South
African metallurgical markets of ferrochrome and titanium production and to
complement Springlake's existing product offering and market position through
blending opportunities;

*                     proximity to and relationships with South Africa's leading
plate and clear glass manufacturers and certain leading world-wide producers of
ferroalloys;

*                     a highly experienced board of directors and operational
management team with:

-        a track record of making value-enhancing acquisitions;

-        the proven ability to drive organic growth by implementing performance
improvements in assets acquired (that is, SamQuarz and Springlake) and to manage
the development of new assets (that is, Somkhele);

-        significant equity interests in the Company with a view to ensuring
appropriate incentivisation;

*                     the Company's BEE shareholding of 39.95 per cent. (prior
to the Placing) and its relationship with the New Africa Mining Fund;

*                     a strong balance sheet with relatively low gearing; and

*                     the potential for significant growth both domestically and
internationally by acquisitions.



Key customers



The Group supplies anthracite and silica to blue-chip customers in the
metallurgical and industrial sectors in South Africa, including Xstrata South
Africa (Pty) Limited, Samancor Limited, Assmang Limited, Glass South Africa
(Pty) Limited and Consol Limited.  In addition, the Group supplies coal from
Springlake to customers in other countries including Brazil, Spain, India,
Turkey, Ireland and Belgium.  Springlake currently has an export allocation of
235,000 tonnes per year from the Richards Bay Coal Terminal.  The Directors are
evaluating the possibility of expanding this allocation and/or other export
channels in order to support planned growth in the Group's exports.



Placing details



The Placing has been undertaken by Numis Securities Limited ("Numis") on behalf
of the Company.  Numis, which is acting as Nominated Adviser and Broker to the
Company, has underwritten the Placing and has agreed to subscribe for 30,400,000
ordinary shares at the Placing Price. Pursuant to an agreement with FirstRand
(Ireland) plc ("FirstRand"), following Admission, 30,000,000 of these shares
have been transferred to FirstRand.



The Placing is subject to the placing agreement among inter alios the Company
and Numis becoming unconditional and not being terminated prior to 20 December
2006 or such later date (being not later than 29 December 2006) as the Company
and Numis may agree.  The Placing Shares will on Admission rank pari passu in
all respects with the existing ordinary shares in issue.



The AIM admission document will be distributed to all shareholders within the
next 30 days.



Enquiries:



Petmin

Jan Du Preez (CEO)                    [phone]
Bradley Doig (COO)                    [phone]
www.petmin.co.za



Numis Securities Limited              [phone]
John Harrison
Nick Stamp



Parkgreen Communications             [phone]
Justine Howarth
Victoria Thomas



Russell & Associates
James Duncan                        [phone]
                                    [phone]



The contents of this announcement, which have been prepared by and are the sole
responsibility of the Company, have been approved by Numis Securities Limited of
Cheapside House, 138 Cheapside London EC2V 6LH, solely for the purposes of
section 21 (2)(b) of the Financial Services and Markets Act 2000.  Numis
Securities Limited, which is authorised and regulated in the United Kingdom by
the Financial Services Authority, is advising the Company and no one else in
relation to the Placing and Admission and will not regard any other person as
its client in relation to the Placing and Admission and will not be responsible
to any person other than the Company for providing the protections afforded to
its clients or for advising any other person in relation to the Placing or
Admission or any transaction or arrangement referred to or information contained
in this announcement.



This announcement does not constitute, or form part of, an offer or invitation
to sell or issue, or any solicitation of an offer to purchase or subscribe for
securities and any subscription for or purchase of, or application for, shares
in the Company to be issued or sold in connection with the Placing should only
be made on the basis of information contained in the admission document to be
issued in due course in connection with the Placing and Admission and any
supplements thereto.  The admission document will contain certain detailed
information about the Company and its management, as well as financial
statements and other financial data.  This announcement does not contain or
constitute an offer of securities for sale in the United States.  The securities
referred to herein have not been and will not be registered with the US
Securities Act of 1933, as amended, and may not be offered or sold in the United
States absent of registration under that Act or an available exemption from it.
This announcement and the information contained herein are not for publication,
distribution or release in, or into, the United States, Canada, Australia, Japan
or the Republic of Ireland.






                      This information is provided by RNS
            The company news service from the London Stock Exchange
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