| Wed 12 Sep 2007, 15:35 | | HPA/HPB - Hospitality - Revised terms of the propo |
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HPA HPB
HPA
HPA/HPB - Hospitality - Revised terms of the proposed rights offer
Hospitality Property Fund Limited
(Incorporated in the Republic of South Africa)
(Registration number 2005/014211/06)
Share code for A linked units: HPA
ISIN for A linked units: ZAE000076790
Share code of B linked units: HPB
ISIN for B linked units: ZAE000076808
("Hospitality" or "the Fund")
REVISED TERMS OF THE PROPOSED RIGHTS OFFER ("THE RIGHTS OFFER")
1. Revised terms
In an announcement released on SENS on 30 August 2007 and in the press on 31
August 2007, Hospitality A- and B- linked unitholders ("linked unitholders")
were advised of the proposed terms of a rights offer.
Subsequently, the Board of Directors of Hospitality has decided to have the
rights offer fully underwritten at a cost of 1.5% and, accordingly, wishes to
advise linked unitholders of this change to the terms of the rights offer.
The underwriters for the A- linked units are Coronation Asset Managers
(Proprietary) Limited and the underwriters for the B- linked units are Sanlam
Investment Management, a division of Sanlam Life Insurance Limited.
While excess applications will be permitted, allocations to applicants will be
at the sole and complete discretion of the underwriters.
The purpose of the underwriting is primarily to allow for the A- and B- linked
units to be issued separately. The rights entitlement for linked units is
therefore: 34,8088 A- linked unit rights for every 100 A- linked units; and
34,8088 B- linked unit rights for every 100 B- linked units.
All other salient terms of the rights offer remain unchanged.
Further details will be provided in a circular to be posted to linked
unitholders on or about 8 October 2007.
2. Allocation of rights issue funds toward claw-back
The funds raised through the rights issue include a claw-back of R8 278 158
which will be recognised as income to the Fund and used to compensate existing
unitholders for the time value of money in respect of the income attributable to
the new linked units issued, which have a full claim to the distribution for the
period 1 July 2007 to 31 December 2007 yet are only in issue for part of this
period.
3. Conditions precedent
The implementation of the rights offer remains subject to the fulfilment of the
following conditions precedent:
- Sufficient authorised but unissued Hospitality linked units being placed
under the control of the Board at the general meeting to be held on 14 September
2007;
- approval of the rights offer circular by the JSE Limited; and
- registration of the rights offer circular by the Companies and Intellectual
Property Registration Office of South Africa.
4. Salient dates and times
2007
General meeting to approve additional Friday 14 September
linked units issuance held at 09h00 on
Results of the general meeting released Friday 14 September
on SENS on
Results of the general meeting published Monday 17 September
in the South African press on
If the Rights Offer becomes
unconditional
Last day to trade in linked units in Friday 28 September
order to qualify to participate in the
Rights Offer (cum rights)
Linked units commence trading ex-rights Monday 1 October
on the JSE at 09h00 on
Record date for the Rights Offer for Friday 5 October
purposes of determining linked
unitholders entitled to participate in
the Rights Offer at the close of
business on
Rights Offer circular posted to linked Monday 8 October
unitholders on
Rights Offer opens at 09h00 on Monday 8 October
Dematerialised linked unitholders will Monday 8 October
have their accounts at their CSDP or
broker automatically credited with their
letters of allocation
Certificated linked unitholders will Monday 8 October
have their letters of allocation
credited to an electronic register at
the transfer secretaries
Last day to trade in letters of Friday 19 October
allocation in order to settle trades by
the close of the Rights Offer and
participate in the Rights Offer at the
close of business
Listing and trading of rights offer Monday 22 October
linked units on the JSE commences at
09h00 on
Record date for letters of allocation Friday 26 October
Rights Offer closes at 12h00 and payment Friday 26 October
to be made and form of instruction
lodged by certificated linked
unitholders with the transfer
secretaries by 12h00 on
CSDP/Broker accounts credited with Monday 29 October
rights offer linked units and debited
with any payments due in respect of
dematerialised rights offer linked units
Refund cheques (if applicable) posted to Monday 29 October
of certificated linked unitholders
Rights Offer linked unit certificates in Monday 29 October
terms of the Rights Offer posted to
certificated linked unitholders
Results of Rights Offer released on SENS Tuesday 30 October
Results of Rights Offer published in the Wednesday 31 October
press
Notes:
1. Dematerialised linked unitholders are required to inform their CSDP or
broker of their instructions in terms of the rights offer in the manner and time
stipulated in the agreement governing the relationship between the linked
unitholder and their CSDP or broker.
2. Linked unit certificates may not be dematerialised or rematerialised
between Monday 1 October and Friday 5 October 2007, both days inclusive.
3. Dematerialised linked unitholders will have their accounts at their CSDP
automatically credited with their rights and certificated linked unitholders
will have their rights credited to an account at Computershare Nominees.
4. CSDPs effect payment in respect of dematerialised linked unitholders on a
delivery versus payment method.
Sandton
12 September 2007
Merchant bank and sponsor
Rand Merchant Bank, a division of FirstRand Bank Limited
Date: 12/09/2007 15:35:01 Produced by the JSE SENS Department.
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JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
