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NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO THE SAME WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

Ridge Mining plc ('Ridge', or 'the Company')

Posting of Scheme Circular and Cancellation of Admission

11 June 2009  

The Independent Directors of Ridge refer shareholders to the joint announcement made by the Company and Aquarius Platinum Limited ('Aquarius') on 26 May 2009 about the recommended proposal ('Proposal') for the acquisition of Ridge by Aquarius to be implemented by means of a scheme of arrangement pursuant to Part 26 of the Companies Act 2006 between Ridge and its Shareholders (the 'Scheme'). 

The Independent Directors of Ridge now announce that, on 9 June 2009 the High Court of Justice of England and Wales made an order in connection with the Scheme, that Ridge may convene a Court Meeting of Ridge Shareholders for 11.00 a.m. on 6 July 2009 for the purpose of considering, and if thought fit, approving the Scheme. A general meeting ('GM') of Ridge has been convened for 11.15 a.m. on the same day (or as soon thereafter as the Court Meeting has concluded or been adjourned).

Any capitalised term used but not defined in this announcement is as defined in the Scheme Document (as defined below).

Posting of Scheme Document

The Scheme circular containing, inter alia, the terms of the Scheme, an Explanatory Statement (pursuant to Section 897 of the Companies Act 2006), notices of the required meetings, a timetable of principal events, and details of the action to be taken by Ridge Shareholders (the 'Scheme Document') is today being posted to all Ridge Shareholders and, for information, holders of Options and Warrants.

Court Meeting and GM

As described in the Scheme Document, the Scheme will require the approval of the Scheme Shareholders at the Court Meeting, and the passing of a special resolution at the GM. The Scheme and associated Reduction of Capital will also require the subsequent sanction and (as the case may be) confirmation of the Court.

Both meetings will be held at the offices of Field Fisher Waterhouse LLP, 35 Vine Street, London EC3N 2AA. Copies of (amongst other documents) the Scheme Document are available (during normal business hours) for inspection at the offices of Field Fisher Waterhouse LLP, 35 Vine Street, London EC3N 2AA until the end of the Offer Period. In addition a copy of the Scheme Document will be available on the Company's website at http://www.ridgemining.com.

Cancellation of Admission

The Company wishes to notify that application will also be made to the London Stock Exchange for the cancellation of admission to trading on AIM of the Ridge Shares conditional upon the Scheme being sanctioned by the Court and becoming effective on the Effective Date. The notice period of not less than 20 business days prior to cancellation referred to in Rule 41 of the AIM Rules has commenced today. It is anticipated that cancellation of admission to trading will take effect at 8.00 am on 30 July 2009.

Expected Timetable of Principal Events

Latest time for lodging Forms of Proxy for Court Meeting (blue form):	11.00 a.m. on 4 July 2009*
Latest time for lodging Forms of Proxy for GM (white form):	11.15 a.m. on 4 July 2009
Voting Record Time:	6.00 p.m. on 4 July 2009
Court Meeting:	11.00 a.m. on 6 July 2009
GM:	11.15 a.m. on 6 July 2009

* A blue Form of Proxy for the Court Meeting not lodged by this time may be handed to the Chairman at the Court Meeting.

The following times and dates are indicative only and will depend, amongst other things, on the dates upon which the Court sanctions the Scheme and confirms the Reduction of Capital and whether the Conditions are either satisfied or, if capable of waiver, waived.

Scheme Court Hearing to sanction the Scheme	27 July 2009
Last day of dealings in, and for registration of transfers of, and disablement in CREST of, Ordinary Shares	28 July 2009
Suspension of trading and dealings in Ordinary Shares	4.30 p.m. on 28 July 2009
Reduction Record Time	6.00 p.m. on 28 July 2009
Reduction Court Hearing to confirm the cancellation of the Scheme Shares	29 July 2009
Scheme Record Time	6.00 p.m. on 29 July 2009
Effective Date of Scheme	30 July 2009
Cancellation of admission of Ordinary Shares to trading on AIM	8.00 a.m. on 30 July 2009
Dealings in New Aquarius Shares commence on the London Stock Exchange	8.00 a.m. on 30 July 2009
Expected credit of New Aquarius DIs in CREST to previously Uncertificated Shareholders	8.00 a.m. on 30 July 2009
Latest date for dispatch of certificates in respect of New Aquarius Shares to previously Certificated Shareholders	13 August 2009

For further information contact:

Ridge Mining plc	Francis Johnstone Donald McAllister	+44 (0)20 7379 1474
RBC Capital Markets	Martin Eales Patrick Meier	+44 (0)20 7029 7881

This announcement is not intended to, and does not constitute or form part of any offer to sell or an invitation to purchase or subscribe for any securities pursuant to the Proposal or otherwise or the solicitation of any vote or approval in any jurisdiction. Ridge Shareholders are advised to read carefully the formal documentation in relation to the Proposal once it has been dispatched.

 

The availability of the Proposal to persons not resident in the UK may be affected by the laws of the relevant jurisdiction. Any persons who are subject to the laws of any jurisdiction other than the UK should inform themselves about and observe any applicable requirements.  New Aquarius Shares in the hands of certain persons in jurisdictions outside the United Kingdom are subject to certain restrictions as set out in the Scheme Document.

Copies of this announcement are not being, and must not be, directly or indirectly mailed or otherwise forwarded, distributed or sent in or into any jurisdiction where to do so would violate the laws of that jurisdiction and persons receiving this announcement (including custodians, nominees and trustees) must not mail or otherwise forward, distribute or otherwise send it in, or into or from any such jurisdiction. Further details in relation to overseas shareholders will be contained in the Scheme Document.

The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the 'Securities Act'). The securities may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act. There will be no public offer of securities in the United States.

It is expected that the New Aquarius Shares will be issued in reliance upon the exemption from the registration requirements of the Securities Act provided by Section 3(a)(10) thereof. This transaction has not been approved or disapproved by the US Securities and Exchange Commission (the 'Commission'), nor has the Commission or any US state securities commission passed upon the merits or fairness of the transaction nor upon the adequacy or accuracy of the information contained in this document. Any representation to the contrary is a criminal offence in the United States. The announcement has been prepared in accordance with English law and the Code and information disclosed may not be the same as that which would have been prepared in accordance with the laws of jurisdictions outside England.

This announcement has been prepared in accordance with English Law, the Takeover Code and the AIM Rules and information disclosed may not be the same as that which would have been prepared in accordance with jurisdictions outside England. The Proposal will be subject to the applicable rules and regulations of the Financial Services Authority, the London Stock Exchange and the Takeover Code.

RBC Capital Markets, which is a trading name of Royal Bank of Canada Europe Limited which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Ridge and no one else in connection with the Proposal and will not be responsible to anyone other than Ridge for providing the protections afforded to clients of RBC Capital Markets or for providing advice in relation to the Proposal or any other matters referred to in this announcement.

Dealing disclosure requirements

Under the provisions of Rule 8.3 of the UK Takeover Code, if any person is, or becomes, 'interested' (directly or indirectly) in 1 per cent. or more of any class of 'relevant securities' of Aquarius or of Ridge, all 'dealings' in any 'relevant securities' of that company (including by means of an option in respect of, or a derivative referenced to, any such 'relevant securities') must be publicly disclosed by no later than 3.30 pm (GMT) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the 'offer period' otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an 'interest' in 'relevant securities' of Aquarius or Ridge, they will be deemed to be a single person for the purpose of Rule 8.3.

Under the provisions of Rule 8.1 of the UK Takeover Code, all 'dealings' in 'relevant securities' of Aquarius or of Ridge by Aquarius or Ridge, or by any of their respective 'associates', must be disclosed by no later than 12.00 noon (GMT) on the London business day following the date of the relevant transaction.

A disclosure table, giving details of the companies in whose 'relevant securities' 'dealings' should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk.

'Interests in securities' arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an 'interest' by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities.

Terms in quotation marks are defined in the UK Takeover Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a 'dealing' under Rule 8, you should consult the Panel.

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