Coal of Africa:

CoAL is an emerging coal mining, development and exploration company operating in South Africa. CoAL is incorporated in Australia and its shares are traded on ASX, AIM and the JSE.

The transaction:

On 21 December 2015, CoAL announced that it had lodged an offer document in relation to its proposed offer to acquire the entire issued and to be issued share capital of Universal Coal plc ('Universal'), with the Australian Securities and Investments Commission (the 'Offer'). Under the terms of the Offer, CoAL is offering to acquire each Universal share for consideration of, subject to eligibility, A$0.20 in cash and 1 new CoAL share, or a non-converting, secured loan note with a principal amount of A$0.25 per loan note (the 'Acquisition').

The Acquisition, which will result from a successful completion of the Offer, constitutes a reverse takeover for CoAL under the AIM Rules for Companies and was unanimously approved by CoAL shareholders at a General Meeting held at 10:00 a.m. on 3 March 2016.

Universal Coal:

Universal is incorporated in England and Wales and is listed on the ASX under the ticker 'UNV'. Universal's assets are located in South Africa and comprise over 2 billion gross tonnes of in-situ coal, of which over 1 billion gross tonnes are attributable to Universal, at three thermal coal projects in the Witbank coalfield (Kangala, NCC and Brakfontein) and two prospective coking coal assets in the emerging Soutpansberg and Tuli coalfields (Berenice/Cygnus and Somerville). Universal has agreed, subject to regulatory approvals, to acquire a 50% interest in the Arnot South prospecting right.