Vallar PLC: Closing of Berau transaction and completion of acquisition

(April 08, 2011)--Vallar is pleased to announce the closing of the Berau Transaction, and accordingly completion of the Acquisition announced on 16 November 2010, following the expiry of the BCE Lock-up on 7 April 2011.

The Acquisition is expected to create shareholder value and significant benefits for stakeholders in Bumi Resources, Berau and Vallar by:
* maximising the potential of the largest and fifth largest coal producers in Indonesia, the largest thermal coal exporting nation in the world
* gaining exposure to the fast growing Indonesian and pan-Asian region
* leveraging management experience, industry relationships and access to capital
* improving corporate governance
* refinancing, reducing debt and simplifying the group structure over time

Bumi plc, which is proposed to be established as the new holding company of the Vallar Group, is expected to move to a premium listing in May 2011.

Commenting on today's announcement, Nathaniel Rothschild, Co-chairman of Vallar, said:
"Vallar was launched in July 2010 with the objective of acquiring a world class business in the metals, mining and resources sector. Today's announcement marks the achievement of that objective."

"The Acquisition, which we announced in November last year, has brought together significant holdings in Indonesia's largest and fifth largest coal producers to create a London-listed Indonesian coal champion. Both Bumi Resources and Berau have strong organic growth profiles, with operations and projects that are perfectly positioned to take full advantage of the current high demand for coal from the fast growing markets of Asia."

Detail of share transfers
Today, Vallar (through its subsidiary, Vallar Investments UK Limited) has received a total of 26,175,000,000 Berau Shares from Mutiara and has issued 52,297,680 New Vallar Ordinary Shares, of which 27,772,829 are New Vallar Voting Ordinary Shares, which have been issued to Mutiara, and 24,524,851 are Suspended Voting Ordinary Shares, which have been issued directly to Long Haul pursuant to the Mutiara Share Transaction Arrangements.

As part of the Berau Transaction, Vallar also agreed to pay US$739 million in cash consideration for 35 per cent. of Berau. Of this amount, approximately US$639 million was paid to Mutiara on 18 November 2010 and, following the closing of the Bumi Resources Transaction on 4 March 2011, the balance was released from an escrow arrangement.

As a result of the closing of the Berau Transaction and the issue of New Vallar Voting Ordinary Shares, 11,902,641 of the Suspended Voting Ordinary Shares issued to the Bakrie Group on the closing of the Bumi Resources Transaction have been converted into Voting Ordinary Shares.

Accordingly, following the closing of the Berau Transaction, the Bakrie Group now owns 40,763,813 Voting Ordinary Shares (representing 29.9 per cent. of Vallar's voting share capital) and 73,833,254 Suspended Voting Ordinary Shares (representing, in aggregate together with the Voting Ordinary Shares held, approximately 54.6 per cent. of Vallar's issued share capital) and Mutiara owns 27,772,829 Voting Ordinary Shares (representing approximately 20.4 per cent. of Vallar's voting share capital and approximately 13.2 per cent. of Vallar's issued share capital).

Applications have been made to the UK Listing Authority for 39,675,470 new Voting Ordinary Shares to be admitted to the standard listing segment of the Official List, and to the London Stock Exchange for 39,675,470 new Voting Ordinary Shares to be admitted to trading on the London Stock Exchange's main market for listed securities (together, "Admission"). It is expected that Admission will become effective, and that dealings will commence, at 8.00 a.m. today.

For the purposes of the Financial Services Authority's Disclosure and Transparency Rules, following the closing of the Berau Transaction, which occurred today, the total number of voting rights in the Company is 135,879,378. The total number of Ordinary Shares is 209,712,632 (of which 135,879,378 are Voting Ordinary Shares and 73,833,254 are Suspended Voting Ordinary Shares).

The above total voting rights figure of 135,879,378 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the voting rights of the Company, under the Disclosure and Transparency Rules.

Capitalised terms not otherwise defined in this announcement have the meanings given to them in the Prospectus. (end of edited release)