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This abridged pre-listing statement is not an invitation to the general public to subscribe for or purchase shares in ZCI but is issued in compliance with the Listings Requirements of the JSE ("Listings Requirements") for the purpose of providing information to the public with regards to ZCI. The information in this abridged pre-listing statement has been extracted from a full pre-listing statement posted to ZCI shareholders on Thursday, 17 December 2009 ("the detailed pre-listing statement"). 1. INTRODUCTION Following the conclusion of the sale of the company`s remaining shareholding in Konkola Copper Mines plc in 2008, to Vedanta Resources Plc, the company was reclassified as a cash shell in terms of the Listings Requirements. At this juncture, the ZCI board ("the board") decided to pursue a new business plan whereby the company intends to acquire high value assets in the mining and metals sector in the Southern African region. In order to achieve this objective, the board appointed an Investment Advisor, iCapital (Mauritius) Limited, to source and review potential investment opportunities. To date, ZCI has successfully concluded negotiations for the refinancing and acquisition of a majority holding in African Copper Plc ("ACU"). This transaction marks what is firmly believed to be the commencement of ZCI`s new strategy aimed at investing in the mining and metals sector of the Southern African region. 2. THE RE-LISTING OF ZCI With effect from 12 January 2009, the company`s shares were suspended from trading on the JSE, triggering a simultaneous suspension on Euronext. The lifting of the suspension of ZCI`s listing is expected to be effective from commencement of trading on the JSE and Euronext on Friday, 15 January 2010. A total of 55,677,643 issued ordinary shares in ZCI will be re-listed on the Basic Resources - Non ferrous Metals sector of the Main Board of the JSE. 3. NAME CHANGE The board proposes to change the company`s name from `Zambia Copper Investments Limited` to `ZCI Limited` with effect from commencement of trading on Monday, 1 February 2010. The rationale for the change of name is to more appropriately reflect the profile and future strategy of the company and to enhance the position of the company for international markets, including alignment with the company`s new business plan. The board is of the opinion that the implementation of the name change will be to the long term benefit of ZCI shareholders. 4. ACQUISITION OF DEBT In May 2009, ZCI entered into binding debt assignment agreements with certain of ACU`s creditors, namely, Moolman Mining Botswana (Pty) Limited ("Moolman"), Senet CC ("Senet") and Read Swatman & Voigt (Pty) Limited ("RSV"). Moolman assigned its 60 million Pula plus VAT (approximately US$8 million at an exchange rate of US$1/7.5 Pula) outstanding debt to ZCI at a price equal to 50% of its face value. Senet assigned its ZAR 17,002,545 (approximately US$2 million at an exchange rate of US$1/ZAR8.44) outstanding debt to ZCI at a price equal to 50% of its face value. Further, ZCI finalised a compromise agreement with RSV pursuant to which RSV has been paid in cash 50 per cent of monies owed directly to RSV and 100 per cent owed to RSV sub contractors being a total of ZAR3,777,836 (approximately US$448,141.87 at an exchange rate of US$1/ZAR8.43) in full and final settlement of debts due from ACU. 5. OFFER OF FINANCE TO ACU As part of ZCI`s new business plan, the Company made a binding offer of finance to ACU on 16 April 2009 ("the offer of finance"). This offer was accepted by ACU on 9 May 2009 and following amendments entered into with effective dates of 12 May 2009 and 18 May 2009, the offer of finance comprised a subscription by ZCI of ACU ordinary shares for an amount of approximately US$9.9 million and the provision of secured bridge loan facilities of US$7 million and US$25.4 million, respectively. On 18 June 2009 ZCI entered into a new term loan facility agreement with ACU ("the term loan facility") in order to put ACU`s borrowings from ZCI on a more permanent footing and enable the earlier bridge loans to be refinanced. The term loan facility aggregate amount of US$31,129,100 is divisible into 2 distinct tranches. Tranche A of the term loan facility in an amount of US$8,379,100 is convertible into ordinary shares of GBP0.01 each in ACU at a conversion price of GBP0.01 per share. Tranche B of the term loan facility is for an amount up to US$22,750,000 and is not convertible. Tranche A of the term loan facility will bear interest at 12 per cent. per annum and Tranche B of the term loan facility will bear interest at 14 per cent. per annum. Both Tranche A and Tranche B of the term loan facility are repayable four years following the date upon which the term loan facility becomes effective unless Messina (a subsidiary of ACU) is in default under the agreement in which event the term loan facility will become immediately due and repayable. 6. FINANCIAL EFFECTS OF THE TRANSACTION The table below sets out the unaudited pro forma financial effects of the transaction based on ZCI`s audited results for the year ended 31 March 2009. These financial effects are the responsibility of the directors of ZCI and have been prepared for illustrative purposes only, in order to provide information on how the transaction may have impacted on the results and financial position of ZCI. Due to its nature, the unaudited pro forma financial information may not give a fair reflection of ZCI`s financial position subsequent to the transaction. It has been assumed for purposes of the pro forma financial information that the consolidation and the transaction took place with effect from 1 April 2008 for income statement purposes and 31 March 2009 for balance sheet purposes. This abridged pre-listing statement is not an invitation to the general public to subscribe for or purchase shares in ZCI but is issued in compliance with the Listings Requirements of the JSE ("Listings Requirements") for the purpose of providing information to the public with regards to ZCI. The information in this abridged pre-listing statement has been extracted from a full pre-listing statement posted to ZCI shareholders on Thursday, 17 December 2009 ("the detailed pre-listing statement"). 1. INTRODUCTION Following the conclusion of the sale of the company`s remaining shareholding in Konkola Copper Mines plc in 2008, to Vedanta Resources Plc, the company was reclassified as a cash shell in terms of the Listings Requirements. At this juncture, the ZCI board ("the board") decided to pursue a new business plan whereby the company intends to acquire high value assets in the mining and metals sector in the Southern African region. In order to achieve this objective, the board appointed an Investment Advisor, iCapital (Mauritius) Limited, to source and review potential investment opportunities. To date, ZCI has successfully concluded negotiations for the refinancing and acquisition of a majority holding in African Copper Plc ("ACU"). This transaction marks what is firmly believed to be the commencement of ZCI`s new strategy aimed at investing in the mining and metals sector of the Southern African region. 2. THE RE-LISTING OF ZCI With effect from 12 January 2009, the company`s shares were suspended from trading on the JSE, triggering a simultaneous suspension on Euronext. The lifting of the suspension of ZCI`s listing is expected to be effective from commencement of trading on the JSE and Euronext on Friday, 15 January 2010. A total of 55,677,643 issued ordinary shares in ZCI will be re-listed on the Basic Resources - Non ferrous Metals sector of the Main Board of the JSE. 3. NAME CHANGE The board proposes to change the company`s name from `Zambia Copper Investments Limited` to `ZCI Limited` with effect from commencement of trading on Monday, 1 February 2010. The rationale for the change of name is to more appropriately reflect the profile and future strategy of the company and to enhance the position of the company for international markets, including alignment with the company`s new business plan. The board is of the opinion that the implementation of the name change will be to the long term benefit of ZCI shareholders. 4. ACQUISITION OF DEBT In May 2009, ZCI entered into binding debt assignment agreements with certain of ACU`s creditors, namely, Moolman Mining Botswana (Pty) Limited ("Moolman"), Senet CC ("Senet") and Read Swatman & Voigt (Pty) Limited ("RSV"). Moolman assigned its 60 million Pula plus VAT (approximately US$8 million at an exchange rate of US$1/7.5 Pula) outstanding debt to ZCI at a price equal to 50% of its face value. Senet assigned its ZAR 17,002,545 (approximately US$2 million at an exchange rate of US$1/ZAR8.44) outstanding debt to ZCI at a price equal to 50% of its face value. Further, ZCI finalised a compromise agreement with RSV pursuant to which RSV has been paid in cash 50 per cent of monies owed directly to RSV and 100 per cent owed to RSV sub contractors being a total of ZAR3,777,836 (approximately US$448,141.87 at an exchange rate of US$1/ZAR8.43) in full and final settlement of debts due from ACU. 5. OFFER OF FINANCE TO ACU As part of ZCI`s new business plan, the Company made a binding offer of finance to ACU on 16 April 2009 ("the offer of finance"). This offer was accepted by ACU on 9 May 2009 and following amendments entered into with effective dates of 12 May 2009 and 18 May 2009, the offer of finance comprised a subscription by ZCI of ACU ordinary shares for an amount of approximately US$9.9 million and the provision of secured bridge loan facilities of US$7 million and US$25.4 million, respectively. On 18 June 2009 ZCI entered into a new term loan facility agreement with ACU ("the term loan facility") in order to put ACU`s borrowings from ZCI on a more permanent footing and enable the earlier bridge loans to be refinanced. The term loan facility aggregate amount of US$31,129,100 is divisible into 2 distinct tranches. Tranche A of the term loan facility in an amount of US$8,379,100 is convertible into ordinary shares of GBP0.01 each in ACU at a conversion price of GBP0.01 per share. Tranche B of the term loan facility is for an amount up to US$22,750,000 and is not convertible. Tranche A of the term loan facility will bear interest at 12 per cent. per annum and Tranche B of the term loan facility will bear interest at 14 per cent. per annum. Both Tranche A and Tranche B of the term loan facility are repayable four years following the date upon which the term loan facility becomes effective unless Messina (a subsidiary of ACU) is in default under the agreement in which event the term loan facility will become immediately due and repayable. 6. FINANCIAL EFFECTS OF THE TRANSACTION The table below sets out the unaudited pro forma financial effects of the transaction based on ZCI`s audited results for the year ended 31 March 2009. These financial effects are the responsibility of the directors of ZCI and have been prepared for illustrative purposes only, in order to provide information on how the transaction may have impacted on the results and financial position of ZCI. Due to its nature, the unaudited pro forma financial information may not give a fair reflection of ZCI`s financial position subsequent to the transaction. It has been assumed for purposes of the pro forma financial information that the consolidation and the transaction took place with effect from 1 April 2008 for income statement purposes and 31 March 2009 for balance sheet purposes.