Kalahari Resources (Pty) Limited

Kalahari Resources (Pty) Limited (“Kalahari”) was founded by black African women entrepreneurs in 2001 to pursue investments in the mining sector. In 2005 Kalahari was granted a new order prospecting license for manganese in the Kalahari Basin.

This license covers an area of approximately 6300 hectares (ha), spanning three farms, namely Umtu 281, Olivepan 282 and Gama 283. The farms are located approximately 10 kilometres North West of Hotazel, in the Manganese rich area of the Northern Cape Province in South Africa.

In January 2007, Kalahari sold 20% of the company to the Industrial Development Corporation of South Africa Limited (“IDC”). In terms of this agreement, the new mining company, Kalagadi Manganese (Pty) Limited (“Kalagadi Manganese”), was established. Kalagadi Manganese was independently valued at R300 million and the IDC acquired a 20% shareholding in the new company for a consideration of R60 million, which partially funded the completion of the Bankable Feasibility Study. This study was completed at the end of September 2008.

Kalahari, IDC and ArcelorMittal BVI entered into a joint venture agreement in November 2007 and in August 2008, ArcelorMittal purchased a 50% interest in the company for US$432.5 million (R3.4 billion). The parties entered into a shareholders’ agreement, a Business Assistance Agreement and a product off-take agreement which entitles ArcelorMittal to 50% of any and all products to be produced by Kalagadi Manganese (Pty) Ltd. The company is in the process of establishing an integrated commercial manganese operation encompassing a mining operation, an ore processing operation (sinter plant) and a smelter. The mining and ore processing operations are located in the Northern Cape Province of South Africa, while the smelter operation will be located in the Coega Industrial Development Zone (“IDZ”) in the Eastern Cape Province.