8/12/2019 SACL Update on the Scheme of Arrangement Between
Starafrica and Its Members and Its Creditors
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1. SCHEME OF ARRANGEMENT
The Scheme of Arrangement between Starafricacorporation Limited
(the Company or Starafrica) and its members and creditors (the
Scheme Members), which was sanctioned by the High Court on 7
August 2013 and registered with the Registrar of Companies on
14
August 2013, requires that updates be furnished to Scheme
Members. Further to the updates published in the Herald on 27
September
2013, 19 December 2013, 23 January 2014 and 7 February 2014,
Scheme Members are advised of progress on the Scheme as
described
below.
2. DISPOSAL OF ASSETS
The Scheme prescribes the disposal of Starafricas investment in
Tongaat Hulett Botswana (THB) and Bluestar Logistics (BSL)
within
six (6) months from 14 August 2013. Proceeds from the disposals
are to be applied towards the payments to be made to creditors.
Immediately following the sanctioning of the Scheme, the Company
received offers for both THB and BSL. Regrettably, these initial
offers
fell through by 30 November 2013 mainly because the potential
buyers failed to raise the funds thereof. Fresh efforts were then
made to
approach other prospective purchasers, as follows:
Blue Star Logistics
Negotiations with a prospective purchaser, which is an entity
listed on the Zimbabwe Stock Exchange have been concluded and
the
Agreements of Sale await signature. The proceeds of the disposal
remaining after settlement of the vehicle nance loan and
transaction
costs shall be deposited into a Trust Account to be managed by
our attorneys, Dube, Manikai & Hwacha and used for partly
settling
creditors in terms of the Scheme of Arrangement on or before 30
April 2014.
Tongaat Hullet Botswana
An offer to purchase Starafricas 33.3% shareholding in THB for
BWP51.2 million was received from a prospective purchaser listed
on
the Botswana Stock Exchange and accepted by the Company. The
offer is subject to the exercise of pre-emptive rights by the
other
shareholders in THB and the conclusion of legally binding
agreements with the prospective purchaser, which agreements are
also subject
to regulatory approvals in Botswana and Zimbabwe. As previously
advised, a notice of intention to sell Starafricas 33.3%
shareholding
in THB was given to THB shareholders and was noted by the THB
Board on 14 February 2014. A number of meetings have been held
with the other THB shareholders regarding the notice of the
intention to sell. It is anticipated that any other meetings with
the other THB
shareholders will be completed before 31 March 2014 and that the
disposal will be completed and the proceeds of sale received by 30
April
2014.
3. PLANT UPGRADE
Signicant progress has been made on the plant upgrade project at
Goldstar Sugars Harare (GSSH). Ninety eight percent (98%) of
the equipment has been manufactured, of which 94% has been
inspected by Societe Generale de Surveillance (SGS), a leading
global
inspection, verication, testing and certication services
provider. The manufacture of the balance of 2% and the inspection
thereof by
SGS will be completed by 18 March 2014 and shipment will be done
on or before 31 March 2014. The equipment is being shipped in
45
containers. To date, 40 containers have been shipped, of which
15 have been delivered at Harare Renery and 13 are being uplifted
from
Durban Port. Twelve are on water.
Installation commenced on 3 March 2014, with the structures to
hold the equipment now in position. It is projected that the
installation
programme will take 9 weeks and the upgraded plant is
anticipated to be commissioned by 30 April 2014. The new plant and
equipment
is being installed as it is delivered at GSSH (Harare
Renery).
4. REFINING OPERATIONS
Sugar rening operations remain suspended to make way for the
ongoing plant upgrade project. It is now projected that rening
operations will resume in May 2014 after the new plant has been
commissioned.
5. RESTRUCTURING
All non-core businesses, being Polylm Plastics, Higheld Bag, the
retail outlets in Gwanda and Hwange, Arthur Garden Engineering
and
Grant Chemicals have been disposed of in an effort to arrest the
haemorrhaging that these businesses were causing on the
companys
nances and concentrate focus on the core business of sugar
rening. Consequent thereof, head count for the Group has
reduced
signicantly. A further reduction in head count will be realised
consequent upon the commissioning of the GSSH Renery as the new
process technology is less labour intensive.
6. APPRECIATION
We express our sincere gratitude to National Social Security
Authority (NSSA), one of our major shareholders, whose immense
contribution
and continued support has made the plant upgrade a reality. We
also express our profound gratitude to all Scheme Members for
their
invaluable support to this Scheme of Arrangement. A plant tour
will be organised for interested Scheme Members on or about mid
April
2014 when the installation is nearing completion.
BY ORDER OF THE BOARD
A J Musemburi
Company Secretary
13 March 2014
Starafricacorporation Limited
45 Douglas Road
Workington
Harare
Telephone numbers: 662117, 668149, 668902 / 0772 233 136-8
Email address: [email protected]
UPDATE ON THE SCHEME OF ARRANGEMENT BETWEEN
STARAFRICA AND ITS MEMBERS AND ITS CREDITORS
