Issue of Securities to Directors and Long Term Incentive Awards

Caledonia Mining Corporation Plc (the “Company” or “Caledonia” – http://www.commodity-tv.net/c/search_adv/?v=298787) announces that following the maturing of long term incentive plan awards on January 11, 2019 (i) a total of 93,664 securities in the Company have been issued to Caledonia’s Chief Executive Officer and Chief Financial Officer and (ii) the Company has made new long term incentive plan awards to members of its senior management team.

The securities have been issued in the form of depositary interests representing shares in the Company. The number of securities issued and the resulting interests of the recipients in the share capital of the Company are set out below:

Steve Curtis, Director and Chief Executive Officer
Number of depositary interests issued: 67,082
Resulting interest in share capital of the Company (number and percentage):
161,382 (1.5%)

Mark Learmonth, Director and Chief Financial Officer
Number of depositary interests issued: 26,582
Resulting interest in share capital of the Company (number and percentage):
96,688 (0.9%)

Application has been made by Caledonia for the admission of the depositary interests to trading on AIM and it is anticipated that trading in such securities will commence on January 16, 2019.

Following issue of the shares underlying the depositary interests, the Company has a total number of shares in issue of 10,696,817 common shares of no par value each. Caledonia has no shares in treasury; therefore, this figure may be used by holders of securities in the Company as the denominator for the calculations by which they determine if they are required to notify their interest in, or a change to their interest in, the Company.

Further details of the transactions are set out in the notifications below.

Caledonia also announces that the Compensation Committee of the board of directors has made new long term incentive plan awards under the Company’s 2015 Omnibus Equity Incentive Compensation Plan (the “Plan”) to the following members of its senior management:

Steve Curtis
Director and Chief Executive Officer
Grant values: USD270,000

Dana Roets
Chief Operating Officer
Grant values: USD170,000

Caxton Mangezi
General Manager, Blanket Mine
Grant values
: USD143,401

The awards are in the form of Performance Units (“PSUs”) as defined in the Plan and constitute the combined “Tranche 4 PSUs” and “Tranche 5 PSUs” as set out in the announcement of the Company made on January 12, 2016, as increased commensurate with increases in recipients’ salaries since 2016. The vesting date for the PSUs shall be the third anniversary of the date of the award, being January 11, 2022.

The number of PSUs awarded is equal to the monetary value of the award divided by the “Fair Market Value” (as defined in the Plan) of the Company’s shares, being the greater of (i) the closing price of Caledonia’s shares on the Toronto Stock Exchange on the trading day preceding the date of the award or (ii) the volume-weighted average closing price of Caledonia’s shares on the Toronto Stock Exchange for the five days preceding the date of the award, converted to the USD equivalent based on the CAD/USD exchange rate for the 3 months immediately preceding the valuation date, i.e. approximately USD 6.09.        

The final number of PSUs which vest on maturity of the awards will be adjusted to reflect the actual performance of the Company in terms of targeted gold production. If actual performance is less than 70% of target, no PSUs will vest; if actual performance is greater than 70% of target, the number of vesting PSUs will be adjusted pro rata on a linear basis, subject to a maximum of 200% of the initial target PSUs. Each PSU entitles the participant to receive the cash equivalent of the Fair Market Value of one Caledonia common share on the maturity of the award or alternatively to elect to receive some or all of the PSUs in the form of securities in the Company.

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Share purchase warrant expiry and delisting

GoldMining Inc. (the "Company" or "GoldMining") (TSX: GOLD; OTCQX: GLDLF – http://www.commodity-tv.net/c/search_adv/?v=298668) announces the expiry and delisting of its share purchase warrants ("Warrants"), which had an exercise price of $0.75 per common share and an expiry date of December 31, 2018, from the Toronto Stock Exchange and OTCQX.

The Company has 137,376,318 shares issued and outstanding. Currently, the Company has cash of $9.2 million and no debt.

Amir Adnani, Chairman of GoldMining, commented: "Our currently budgeted expenditures for 2019 are approximately $5 million. These will be focused on low-cost project development activities, particularly at our São Jorge project in Pará State, Brazil, and Yellowknife project in the Northwest Territories, Canada. Our gold project portfolio presently stands at global measured and indicated resources of 9.5 million ounces gold (12.4 million ounces gold equivalent) and inferred resources of 11.7 million ounces gold (14.2 million ounces gold equivalent) (see Table below for details). We remain attentive to the pursuit of further accretive and quality acquisitions."

About GoldMining Inc.

GoldMining is a public mineral exploration company focused on the acquisition and development of gold assets in the Americas. Through its disciplined acquisition strategy, GoldMining now controls a diversified portfolio of resource-stage gold and gold-copper projects in Canada, U.S.A., Brazil, Colombia and Peru. Additionally, GoldMining owns a 75% interest in the Rea Uranium Project, located in the Western Athabasca Basin of Alberta, Canada.

Technical Disclosure

Investors are cautioned not to assume that any part or all of the mineral deposits in the "measured", "indicated" and "inferred" categories will ever be converted into mineral reserves with demonstrated economic viability or that inferred mineral resources will be converted to the measured and/or indicated categories through further drilling.  In addition, the estimation of inferred resources involves far greater uncertainty as to their existence and economic viability than the estimation of other categories of resources. Under Canadian rules, estimates of Inferred Mineral Resources may not form the basis of pre-feasibility or feasibility studies.

Paulo Pereira, President of GoldMining Inc. has reviewed and approved the technical information contained in this news release. Mr. Pereira holds a Bachelors degree in Geology from Universidade do Amazonas in Brazil, is a Qualified Person as defined in National Instrument 43-101 and is a member of the Association of Professional Geoscientists of Ontario.

Forward-looking Statements

This document contains certain forward-looking statements that reflect the current views and/or expectations of the Company with respect to its business and future events, including expectations respecting budgeted expenditures and its acquisition strategy. Forward-looking statements are based on the then-current expectations, beliefs, assumptions, estimates and forecasts about the business and the markets in which it operates. Investors are cautioned that all forward-looking statements involve risks and uncertainties, including: the inherent risks involved in the exploration and development of mineral properties, the potential for delays in exploration or development activities, accidents and equipment breakdowns, title and permitting matters, labour and other legal disputes, fluctuating metal prices, unanticipated costs and expenses and uncertainties relating to the availability and costs of financing needed in the future. These risks, as well as others, including those set forth in the Company’s annual information form for the year ended November 30, 2017 and other filings with Canadian securities regulators, which are available under the Company’s profile at www.sedar.com, could cause actual results and events to vary significantly. Accordingly, readers should not place undue reliance on forward-looking statements and information. There can be no assurance that forward-looking information, or the material factors or assumptions used to develop such forward-looking information, will prove to be accurate. The Company does not undertake any obligations to release publicly any revisions for updating any voluntary forward-looking statements, except as required by applicable securities law.

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Sales grow despite difficult market conditions, margin decrease

  • Revenue grows 5.1 percent at constant currency in the first nine months
  • EBIT margin before special items for the same period at 10.7 percent (prior year: 11.4 percent)
  • Performance declines in both Automotive divisions, Industrial division business remains strong
  • Free cash flow before in- and outflows for M&A activities of 127 million euros below prior year (247 million euros)
  • Increased focus on discipline regarding cost and capital

Global automotive and industrial supplier Schaeffler presented its interim report for the first nine months of 2018 today. The Schaeffler Group’s revenue for the reporting period amounted to approximately 10.7 billion euros (prior year: approximately 10.5 billion euros). At constant currency, revenue increased by 5.1 percent during the period, 3.7 percent in the third quarter. As was the case for the first half of 2018, all three divisions and all four regions contributed to the group’s revenue growth at constant currency during the first nine months, with the Greater China region once more reporting the largest revenue constant currency growth rate of 14.3 percent.

The Schaeffler Group generated earnings before financial result and income taxes (EBIT) before special items of 1,150 million euros (prior year: 1,196 million euros) in the first nine months. This represents an EBIT margin before special items of 10.7 percent (prior year: 11.4 percent). EBIT before special items for the third quarter was 355 million euros (prior year: 416 million euros), representing an EBIT margin before special items of 10.1 percent (prior year: 12.1 percent).

Net income attributable to shareholders for the reporting period was 766 million euros, nearly on par with the prior year level (of 791 million euros). Earnings per common non-voting share were 1.16 euros (prior year: 1.19 euros).

Klaus Rosenfeld, CEO of Schaeffler AG, commented on the performance of the business in the first nine months and in the third quarter: “The third quarter has once again demonstrated how important it is for us to be an automotive as well as an industrial supplier. While our Automotive OEM business is affected by the weak market trend in China, our Industrial business continued to do well during the third quarter. This division grew its revenue grew faster than the market and generated an EBIT margin before special items of 12.1 percent.”

Automotive OEM revenue growth less dynamic due to market conditions

The Automotive OEM division generated approximately 6.8 billion euros (prior year: approximately 6.7 billion euros) in revenue during the reporting period. At constant currency, revenue increased by 4.3 percent compared to the prior year, a growth rate 3.5 percentage points above the 0.8 percent average growth in production volumes of passenger cars and light commercial vehicles for the reporting period. Following the encouraging revenue trend in the first six months, the Automotive OEM division reported less dynamic revenue growth of 3.2 percent in the third quarter due to the persistently challenging environment in the automotive sector. In the third quarter, which saw global automobile production decline by 2 percent, outperformance amounted to 5.2 percentage points.

The lower growth rate was mainly attributable to weaker demand in the Europe and Greater China regions. In Europe, this weaker demand was mainly due to production delays resulting from the changeover to the new WLTP emissions standard, while China felt the effect of consumer restraint due to the trade conflict with the U.S. and stricter lending practices. All four of the Automotive OEM division’s business divisions contributed to its revenue growth on a nine months basis, with the E-Mobility business division once more reporting the highest revenue growth rate at constant currency, 13.6 percent. Despite the less dynamic growth of the Automotive OEM division’s revenue in the Greater China region in the third quarter, this region still showed the highest growth rate of 9.5 percent, followed by 5.7 percent in the Americas region, 2.4 percent in Asia/Pacific, and 2.2 percent in Europe.

The division generated 596 million euros (prior year: 712 million euros) in EBIT before special items in the first nine months, bringing the EBIT margin before special items for the same period to 8.8 percent, less than the prior year margin of 10.7 percent. The decrease was primarily attributable to ramp-up costs, project delays in China, increased production costs – due to factors including increased raw materials prices – and the impact of the revenue mix. According to the latest full-year guidance for 2018 issued October 30, 2018, the division aims to achieve constant currency revenue growth of 3.5 to 4.5 percent (previously: 4.5 to 5.5 percent) and an EBIT margin before special items of 8 to 8.5 percent (previously: 8.5 to 9.5 percent).

Automotive Aftermarket revenue drops temporarily in the third quarter

Following a solid first six months overall, the Automotive Aftermarket division reported a drop in revenue for the third quarter compared to the prior year quarter. At constant currency, revenue declined by 3.0 percent. Based on the first nine months of 2018, the division expanded its revenue by 1.3 percent at constant currency, generating 1,401 million euros in revenue (prior year: 1,434 million euros). The decrease in third-quarter revenue was primarily attributable to strong growth in the Europe and Americas regions in the prior year quarter. As was the case for the first six months, the Greater China (39.0 percent) and Asia/Pacific (16.0 percent) regions reported the strongest constant currency revenue growth for the first nine months, followed by Europe (1.9 percent). Revenue in the Americas region on an adjusted basis declined (by 8 percent) due to non-recurring additional requirements of an Original Equipment Services (OES) customer in the prior year period.

The Automotive Aftermarket division’s EBIT before special items for the first nine months amounted to 256 million euros (prior year: 278 million euros). Based on this EBIT, the EBIT margin before special items was 18.3 percent (prior year: 19.4 percent). Reasons for the decline from prior year include temporarily higher costs of selling and logistics activities. Based on the adjusted full-year guidance issued October 30, 2018, the group now expects revenue growth for the Automotive Aftermarket division of 1.5 to 2.5 percent (previously: 3 to 4 percent) at constant currency and an EBIT margin before special items of 17 to 17.5 percent (previously: 16.5 to 17.5 percent) in 2018.

Performance of Industrial business remains encouraging in the third quarter

During the third quarter, the Industrial division significantly increased its revenue to 854 million euros (prior year: 790 million euros), which represents an increase of 9.4 percent at constant currency. This increase brought revenue for the first nine months of 2018 to approximately 2.5 billion euros (prior year: approximately 2.4 billion euros). At constant currency, revenue growth for the reporting period amounted to 9.8 percent and was primarily driven by Industrial Distribution. The double-digit constant currency revenue growth rates generated by the raw materials, power transmission, railway, and offroad sector clusters contributed considerably to the higher revenue as well. Like all of the sectors, all of the regions increased their revenue, as well. The largest growth rate at constant currency was reported by the Greater China region (29.4 percent), ahead of Asia/Pacific (8.7 percent), Americas (8 percent), and Europe (6 percent).

The Industrial division generated 298 million euros (prior year: 206 million euros) in EBIT before special items for the first nine months, representing an EBIT margin before special items of 11.8 percent (prior year: 8.7 percent). The improved margin is attributable to the favorable impact of economies of scale as well as to efficiency gains and cost savings resulting from the program “CORE”. On October 30, 2018, the Schaeffler Group confirmed its full-year guidance for the Industrial division’s constant currency revenue growth for 2018, which it had raised on September 19, 2018, of 8 to 9 percent. The target for the EBIT margin before special items of 10 to 11 percent has now been refined to 10.5 to 11 percent.

Positive free cash flow in the third quarter

At 201 million euros (prior year: 333 million euros), free cash flow before in and outflows for M&A activities for the third quarter was positive. For the first nine months, it amounted to 127 million euros, falling short of the prior year level (247 million euros), primarily due to lower earnings quality and the higher amount of capital tied up in inventories. Capital expenditures (capex) on property, plant and equipment and intangible assets for the first nine months of 857 million euros were slightly below the prior year level (873 million euros), representing a capex ratio of 8 percent of revenue (prior year: 8.3 percent).

Dietmar Heinrich, CFO of Schaeffler AG, said: “We are aiming to maintain a capex ratio of approximately 8 percent as at year-end as well. For this purpose, we will manage our capital expenditures restrictively in the fourth quarter. In combination with the reduction of inventory levels, this will have a favorable effect on free cash flow”.

Net financial debt as at September 30, 2018, increased by 274 million euros to 2,644 million euros, lowering the gearing ratio, i.e. the ratio of net financial debt to shareholders’ equity, to 91 percent (December 31, 2017: 93 percent). As at September 30, 2018, the Schaeffler Group had total assets of approximately 12.3 billion euros (prior year: approximately 11.5 billion euros) and employed a workforce of 92,836 (prior year: 89,359), an increase of approximately 3.9 percent.

Based on the adjusted full-year guidance issued October 30, 2018, the Schaeffler Group now anticipates revenue growth of 4 to 5 percent (previously 5 to 6 percent) at constant currency, an EBIT margin before special items of 9.5 to 10.5 percent (previously 10.5 to 11.5 percent), and free cash flow before cash in- and outflows for M&A activities of approximately 300 million euros (previously approximately 450 million euros).

“The situation of the global automotive industry has deteriorated further over the past seven weeks, particularly in China and also in Europe. Against this backdrop, and although our Industrial business enables us to partially offset this deterioration, it is essential that we manage our business as proactively and carefully as possible and align our resources with the changing market environment. Discipline regarding cost and capital is what counts now”, stated Klaus Rosenfeld.

Forward-looking statements and projections

Certain statements in this press release are forward-looking statements. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial consequences of the plans and events described herein. No one undertakes any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. You should not place any undue reliance on forward-looking statements which speak only as of the date of this press release. Statements contained in this press release regarding past trends or events should not be taken as representation that such trends or events will continue in the future. The cautionary statements set out above should be considered in connection with any subsequent written or oral forward-looking statements that Schaeffler, or persons acting on its behalf, may issue.

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New Control Cable for Power Chains

More standards, fewer costs. The new ÖLFLEX® CHAIN TM power and control cable from Lapp helps make parts and inventory management easier. The new cable will be presented at the SPS IPC Drives 2017 trade fair in Nuremberg (hall 2, stand 310). NEC and NFPA certifications for North America mean that the control cable is approved for a wide range of applications. For users, this reduces the need to grapple with complex and time-consuming overseas approval procedures. Now, users only need to keep one multi-standard cable type in stock – a clear advantage that benefits exporters in particular. This is thanks to the tried-and-tested UL and c(UL) listings for the USA and Canada, such as MTW, TC-ER, WTTC and CIC.

The cable belongs to the Core Line performance class and is ideally suited to continuous use in power chains with moderate to high travel paths and accelerations. Other potential applications include non-stationary machine parts, linear robots or handling systems, and wind turbines (Wind Turbine Tray Cable). The two UL listings of MTW (Machine Tool Wire) and TC-ER (Tray Cable-Exposed Run) for North America allow for both flexible use in industrial machinery and fixed installation in open cable trays. The ÖLFLEX® CHAIN TM and ÖLFLEX® CHAIN TM CY are designed for North American operating voltages of 600 volts or 1,000 volts (WTTC).

The wire is made from fine, conductor class 6 copper. Special stranding technology allows for use in continuously flexing applications like drag chains with up to five million bending cycles. It is also suitable for moderate torsion in wind turbines with rotation angles of +/- 150° per metre. In the shielded CY version, tin-plated copper braiding provides reliable protection against electromagnetic interference and ensures compliance with EMC regulations. The outer sheath is made from a specially designed thermoplastic polymer. The cable can withstand oil-based lubricants (UL Oil Res I/II) and other chemicals, and is also highly flame resistant in line with CSA FT4. The temperature range in fixed installation ranges from -40 to +90 °C, making the cable suitable for use in tough ambient conditions outdoors. Resistance to UV radiation is also par for the course, along with suitability for direct underground installation in line with US standards.

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