ICL to Partner with Allana Potash to Develop Potash Mine in Ethiopia

TEL AVIV, Israel, February 13, 2014 /PRNewswire/ --

- Project to provide potash for Ethiopia and Africa, enabling local farmers to increase their agricultural output and food -

- Due to its strategic location, the project will also provide ICL's customers in India and South East Asia with a new supply source -

- Development of a low cost potash source outside of Israel is in line with ICL's "Next Step Forward" growth strategy -

ICL (TASE:ICL), a global manufacturer of products based on specialty minerals that fulfill humanity's essential needs in the agriculture, food and engineered materials markets, today announced that it has entered into a strategic alliance with Allana Potash, a potash mining company whose shares are traded on the Toronto Stock Exchange. ICL will support Allana in its development of the Danakhil potash project located in the Dallol region of the Afar province of northeast Ethiopia. The feasibility study for the proposed mine indicates that it will produce approximately one million tons of potash annually within a period of five years from now.

ICL's strategic alliance with Allana comprises an investment by ICL in the amount of approximately US$23 million in units of Allana ("Units") at a price of approximately US$0.43 per Unit. Following the completion of its initial investment in Allana, ICL will hold approximately 16% of Allana's regular shares on a non-diluted basis, and the Company may increase its holding in Allana to approximately 37% upon its exercise of warrants that are part of the Units. Proceeds of the investment will be used by Allana to develop and advance the Danakhil mine project.

The alliance also includes a offtake agreement between the parties with respect to the Danakhil mine in which ICL will purchase and market the output of the mine. ICL will also provide technical assistance to Allana to develop and operate the Danakhil mine.

The alliance with Allana is in line with ICL's "Next Step Forward" strategy to broaden its sources of raw materials globally while reducing its production costs and focusing on growth-generating emerging markets which will lead the Company to significant growth over the next decade. ICL is a global producer and marketer of potash with potash mines in Israel, Spain and the UK. In 2013, the Company sold over 5 million tons of potash worldwide.

ICL views its investment in the development of attractive sources of raw materials worldwide as an important strategic objective, especially in light of its need to ensure additional alternatives when the time comes to extend the franchise to produce potash from the Dead Sea, which expires in 2030, and in light of the uncertainty regarding the business and regulatory environment in Israel. The planning and development process for industry, in general, and the potash industry, in particular, requires around 10 years and therefore ICL has begun to evaluate and develop alternatives.

Commenting on the transaction, Stefan Borgas, President and CEO of ICL, said, "We are pleased to enter into a strategic alliance with Allana to help develop its Danakhil potash project in Ethiopia. During our extensive due diligence, we were impressed by Ethiopia's people and the support of the Ethiopian government and its local authorities. The Danakhil mine will provide potash for Ethiopia and Africa, and, combined with ICL's agronomics fertilization know-how, will enable local farmers to increase agricultural output and food for the region. Our cooperation with Allana delivers a step in our previously announced 'Next Step Forward' strategy to broaden our sources of raw materials worldwide, as well as our intention to deepen and significantly increase our activities in emerging markets such as the African continent. The agricultural fertilizers market in Africa is evolving into one with the highest growth potential in the world. In addition, the location of the Danakhil mine will provide us with fast and easy access to the Indian Ocean which will enable us to even better serve our customers in India and South East Asia and their appetite to grow."

Farhad Abasov, President and CEO of Allana, added, "ICL possesses broad experience in, and knowledge of, the global potash market, as well as in the development of large scale potash projects. Likewise, Allana will benefit from ICL's existing global and regional marketing and distribution networks. Both Allana and ICL are committed to expanding fertilizer supply within Africa in support of the farming renaissance that is occurring on the continent. The strategic alliance with ICL is comprehensive and encompasses three major aspects that are critical to the success of a new potash project: financial support; a sales agreement; and technical cooperation."

Mr. Abasov concluded by saying, "We thank the people and governments of Ethiopia and Djibouti for having the foresight to work tirelessly towards this goal. We look forward to working with ICL and developing a world-class project that will supply potash to the fast growing African markets for many years to come.  Danakhil is expected to be one of the world's lowest cost potash mines, and I am confident that our alliance with ICL will allow Allana to successfully achieve its operational and commercial targets."

The parties have entered into a definitive Share Purchase Agreement which calls for ICL's investment to be completed in two tranches, the first of which was closed as of today's date, and a second tranche which is subject to the receipt of approval by Allana's shareholders and other standard closing conditions. Each Unit issued to ICL consists of a common share of Allana, one and one half Series A Common Share purchase warrants, and one half of one Series B Common Share purchase warrant. Each warrant is exercisable into one Common Share for a period of 36 months from the date of issuance of the Warrant. The Series A Warrant is exercisable for a price of approximately US$0.50 per Common Share, and the Series B Warrant is exercisable for a price of approximately US$0.55 per Common Share.

In connection with its investment in Allana, ICL has appointed Yoram Cohen, General Manager of ICL Africa and a member of ICL Fertilizers' management team, to the Board of Directors of Allana. Mr. Cohen has served in several global level positions at ICL, including as Senior VP and CFO of ICL Specialty Fertilizers, and as VP, Business Development, of ICL's Fertilizers and Chemicals business unit. ICL may nominate a second director to Allana's board subject to its additional investment in Allana.  

About ICL

ICL, a global manufacturer of products based on unique minerals, fulfills humanity's essential needs, primarily in three markets: agriculture, food and engineered materials. ICL produces approximately a third of the world's bromine, and is the sixth largest potash producer as well as the leading provider of pure phosphoric acid. It is a major manufacturer of specialty fertilizers and specialty phosphates, flame retardants and water treatment solutions. ICL's mining and manufacturing activities are located in Israel, Europe, the Americas and China, and are supported by global distribution and supply networks.

The agricultural products that ICL produce help to feed the world's growing population.  The potash and phosphates that it mines and manufactures are used as ingredients in fertilizers and serve as an essential component in the pharmaceutical and food additives industries. The food additives ICL produces enable people to have greater access to more varied and higher quality food; ICL's water treatment products supply clean water to millions of people as well as industry around the world; and other substances, based on bromine and phosphates help to create energy that is more efficient and environmentally friendly, prevent the spread of forest fires and allow the safe and widespread use of a variety of products and materials.

ICL benefits from a number of unique advantages, including its vertically integrated activities and complementary and synergistic downstream operations for the production of unique end products; its balanced and varied product portfolio in growing markets; and its worldwide presence with proximity to major global markets in developing regions.

ICL operates within a strategic framework of sustainability that includes a commitment to the environment, support of communities in which ICL's manufacturing operations are located and where its employees live, and a commitment to all its employees, customers, suppliers and other stakeholders.

ICL is a public company whose shares are traded on the Tel Aviv Stock Exchange (TASE: ICL). The company currently employs around 12,000 people worldwide, including around 5,000 in Israel, most of them in the Negev. ICL's sales in 2012 totaled $6.5 billion, 50% of which derived from production activities in Israel.

For more information, visit the company's website at http://www.icl-group.com

About Allana

Allana is a publicly traded corporation with a focus on the acquisition and development of potash assets internationally, with its major focus on a previously explored potash property in Ethiopia. Allana's shares trade on the Toronto Stock Exchange under the symbol "AAA".

Forward Looking Statement

This press release contains forward-looking assessments and judgments regarding macro-economic conditions and the Group's markets, and there is no certainty as to whether, when and/or at what rate these projections will materialize. Management's projections are likely to change in light of market fluctuations, especially in ICL's manufacturing locations and target markets.  In addition, ICL is likely to be affected by changes in the demand and price environment for its products as well as the cost of shipping and energy, whether caused by actions of governments, manufacturers or consumers. ICL can also be affected by changes in the capital markets, including fluctuations in currency exchange rates, credit availability, interest rates, etc.  

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SOURCE ICL