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The empowerment transaction agreements listed below were concluded on or about 11 September 2006. These agreements will be made available for inspection at Exxaro registered office from Monday, 19 February 2007 to Tuesday 6 March 2007.
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Agreement
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Parties to the agreement
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BEE Holdco Lock-In Agreement
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Anglo South Africa Capital (Proprietary) Limited (“ASAC”)
Exxaro
BHP Billiton SA Holdings Limited (“BHP Billiton”)
Basadi ba Kopane Investments (Proprietary) Limited (“BEE Women’s Group SPV”)
Dreamvision Investments 15 (Proprietary) Limited (“Eyesizwe SPV”)
Eyabantu Capital Consortium (Proprietary) Limited (“Eyabantu SPV”)
Morningtide Investments 168 (Proprietary) Limited (“Tiso SPV”)
Industrial Development Corporation of South Africa Limited (“IDC”)
BEE Holdco
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BEE Holdco – Newco (Sasol)
Subscription Agreement
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BEE Holdco
Exxaro
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BEE Holdco-Newco Subscription
Agreement
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BEE Holdco
Exxaro
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BEE Holdco Relationship Agreement
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ASAC
Exxaro
BHP Billiton
BEE Holdco
Eyesizwe SPV
Eyabantu SPV
Tiso SPV
BEE Women’s Group SPV
IDC
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Black Mountain Option Agreement
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AOL
Black Mountain
Exxaro
Exxaro Base Metals
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Eyesizwe Coal Sale Agreement
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Eyesizwe Mining (Proprietary) Limited (“Eyesizwe Mining”)
Eyesizwe Coal Employees Share Trust
PricewaterhouseCoopers Corporate Finance (Proprietary) Limited (“Pricewaterhouse”)
ASAC
BHP Billiton
Exxaro Coal (Proprietary) Limited (“Exxaro Coal”)
Eyesizwe Coal (Proprietary) Limited (“Eyesizwe Coal”)
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Implementation Agreement
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Anglo American SA Finance Limited (“Anglo Finance”)
Anglo South Africa (Proprietary) Limited
AOL
ASAC
BEE Women’s Group SPV
BHP Billiton
Eyesizwe SPV
Exxaro Employee Empowerment Participation Scheme Trust (“Exxaro EEPS Trust”)
Eyabantu SPV
Eyabantu Capital (Proprietary) Limited (“Eyabantu Capital”)
Eyesizwe Coal Employees Share Trust
Eyesizwe Coal
Eyesizwe Holdings (Proprietary) Limited (“Eyesizwe Holdings”)
Eyesizwe Mining IDC
Exxaro Base Metals
Exxaro Coal
Kumba Iron Ore Limited (“KIO”)
Exxaro
BEE Holdco
Black Mountain
Main Street 392 (Proprietary) Limited (“SIOC Community Development SPV”)
Tiso SPV
Pricewaterhouse
Sishen Iron Ore Company (“SIOC”)
SIOC Employee Share Participation Trust (“SIOC ESPS Trust”)
South African Women in Mining Association (“SAWIMA”)
SIOC Community Development Trust
KZN Sands
Tiso Group (Proprietary) Limited (“Tiso”)
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Exxaro IP Agreement |
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Exxaro
Kumba Iron Ore |
Kumba Iron Ore – SIOC Community
Development SPV sale Agreement |
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Kumba Iron Ore
SIOC Community Development SPV |
Exxaro – Kumba Iron Ore
Sale Agreement |
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Exxaro
Kumba Iron Ore |
Namakwa Sands Licence
Agreement |
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Anglo American South Africa Limited
KZN Sands |
Namakwa Sands Option Agreement |
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AOL
Exxaro
KZN Sands |
Newco EEPS Contribution
Agreement |
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Exxaro EEPS Trust
Various employer companies in the Exxaro Group |
Newco EEPS – Newco Subscription
Agreement |
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Exxaro EEPS Trust
Exxaro |
Newco Licence Agreement
Kumba Iron Ore |
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Exxaro |
Newco Relationship Agreement |
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ASAC
Exxaro
BHP Billiton
BEE Holdco
Exxaro EEPS Trust |
Share Incentive Schemes
Agreement |
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Exxaro
Kumba Iron Ore
Exxaro Management Share Trust
KIO Management Share Trust |
SIOC Community Development
SPV Preference Share Agreement |
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SIOC Community Development SPV
Kumba Iron Ore
SIOC Community Development Trust
SIOC |
SIOC Community Development
Trust Limited Recourse Suretyship
Agreement |
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SIOC Community Development Trust
Kumba Iron Ore |
SIOC Community Development
Trust Security Cession and Pledge
Agreement |
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SIOC Community Development SPV
SIOC Community Development Trust
Kumba Iron Ore |
SIOC ESPS Contribution Agreement |
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SIOC ESPS Trust
SIOC |
SIOC ESPS Subscription Agreement |
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SIOC ESPS Trust
SIOC |
SIOC Shareholders’ Agreement |
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SIOC
Kumba Iron Ore
Exxaro
SIOC Community Development SPV
SIOC ESPS Trust |
ASAC – Newco Options Agreement |
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ASAC
Exxaro
Vicva 175 (Proprietary) Limited (Exxaro subsidiary) |
Black Mountain Offtake
Arrangements Terms |
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Black Mountain
Exxaro Base Metals |
Black Mountain Sale of Shares and
Claims Terms |
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AOL
Exxaro Base Metals
Exxaro |
Black Mountain Services
Arrangements Terms |
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AOL
Black Mountain
Exxaro Base Metals |
Black Mountain Shareholders’
Arrangements Terms |
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AOL
Black Mountain
Exxaro Base Metals |
Namakwa Sands Sale Terms |
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AOL
Exxaro
KZN Sands |
Addendum to Namakwa Sands
Option Agreement and Sale of
Business Terms and Conditions |
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AOL
Exxaro
KZN Sands
Exxaro TSA |
Addendum to Black Mountain
Option Agreement, Sale of Business
Terms and Conditions and Sale of
Shares and Claims Terms and
Conditions |
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AOL
Exxaro Base Metals
Exxaro
Black Mountain
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Voting Agreement in respect
of Kumba Iron Ore |
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Exxaro
ASAC |
Voting Pool Agreement in
respect of SIOC |
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Exxaro
SIOC ESPS Trust
SIOC Community Development SPV |
| Funding agreements |
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Interest rate |
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| Borrower |
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Lender |
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Amount |
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Repayment |
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(payable |
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R million |
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Date |
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quarterly) |
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Security |
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Terms and conditions |
| South African loans |
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| Exxaro |
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Nedbank |
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500 |
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7 years after |
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Jibar + 120 |
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Unsecured |
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Revolving credit facility |
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implementation |
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basis points |
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repayable over 7 years |
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of transaction |
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FirstRand/ |
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500 |
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7 years after |
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Jibar + 120 |
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Unsecured |
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Revolving credit facility |
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Rand Merchant Bank |
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implementation |
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basis points |
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repayable over 7 years |
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of transaction |
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Nedbank |
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337,5 |
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7 years after |
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Jibar + 120 |
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Unsecured |
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Amortising term loan |
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implementation |
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basis points |
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repayable over 7 years |
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of transaction |
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FirstRand/ |
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337,5 |
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7 years after |
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Jibar + 120 |
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Unsecured |
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Amortising term loan |
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Rand Merchant Bank |
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implementation |
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basis points |
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repayable over 7 years |
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of transaction |
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Nedbank |
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337,5 |
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7 years after |
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Jibar + 130 |
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Unsecured |
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Bullet payment in 2013 |
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implementation |
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basis points |
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of transaction |
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FirstRand/ |
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337,5 |
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7 years after |
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Jibar + 130 |
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Unsecured |
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Bullet payment in 2013 |
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Rand Merchant Bank |
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implementation |
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basis points |
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of transaction |
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Anglo Finance |
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125 |
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7 years after |
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Jibar + 120 |
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Unsecured |
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Amortising term loan |
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implementation |
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basis points |
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repayable over 7 years |
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of transaction |
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Anglo Finance |
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125 |
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7 years after |
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Jibar + 130 |
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Unsecured |
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Bullet payment in 2013 |
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implementation |
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basis points |
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of transaction |
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