| Thu 22 May 2008, 7:40 | | RCH - Richemont Securities AG - Richemont Restruct |
|
RCH
RCH
RCH - Richemont Securities AG - Richemont Restructuring Proposals
Richemont Securities AG
(Incorporated in Switzerland)
(Registration CH-170.3.013.861-6)
JSE Code: RCH
ISIN: CH00013157380
RICHEMONT RESTRUCTURING PROPOSALS
In November 2007, Richemont announced that it was studying plans which might
lead to a separation of its luxury goods operations from its other interests,
which include its investment in British American Tobacco plc ("BAT").
Richemont has conducted an extensive review of potential alternatives open to
the Group in anticipation of the elimination of Luxembourg 1929 holding
companies at the end of 2010. Richemont SA, the Group`s principal holding
entity, currently benefits from the 1929 holding company status, as does the
joint venture vehicle used by Richemont and Remgro Limited ("Remgro") to hold
the BAT interest.
The review has resulted in the development of proposals, which would see
Richemont separated into two entities: a luxury business, headquartered in
Switzerland, and an investment vehicle, which it is currently proposed should be
based in Luxembourg and structured as an investment fund.
In addition to retaining their shares in the luxury goods business, it is
envisaged that Richemont unitholders would receive shares in the investment
vehicle and would be able to receive a substantial part of their interest in the
BAT shares directly.
Subject to receipt of appropriate confirmations from Swiss regulators and SWX
Swiss Exchange ("SWX"), the luxury goods business would continue to be listed on
SWX, whilst it is expected that the new investment vehicle would be listed in
Luxembourg, subject to the approval of Luxembourg regulators and the Bourse de
Luxembourg. Appropriate arrangements would be put in place to allow holders of
Richemont South African depository receipts ("DRs") to hold and trade DRs in
respect of both the luxury goods and investment entities, subject to the
approval of the JSE Limited, which operates the Johannesburg stock exchange.
Discussions are in progress with BAT, which has provided a commitment, if so
requested, to apply for a secondary listing of its shares on the Johannesburg
stock exchange. This would enable South African residents who currently hold
Richemont DRs to hold BAT shares directly.
Significant progress has been made to date in developing and refining the
proposals. However, restructuring the Group is complex, involving the
cooperation of Remgro and BAT, as well as the coordination of a large number of
legal, fiscal and regulatory requirements and approvals in various
jurisdictions. To date, not all of the necessary approvals have been obtained
and a number of specific conditions must be fulfilled before the proposed
restructuring can be implemented.
The proposed restructuring remains subject inter alia to the necessary
conditions and approvals, which will include approval by the Board of Compagnie
Financiere Richemont SA as well as approval by unitholders in their capacity as
shareholders of Compagnie Financiere Richemont SA and participation certificate
holders of Richemont SA. There can be no certainty that the proposed
restructuring as outlined above or any modified proposals will be put forward
for approval by unitholders or that such a restructuring would actually take
place.
Further announcements will be made when appropriate. No further comment will be
made until such time.
--ENDS--
Richemont owns a portfolio of leading international brands or `Maisons`, which
are managed independently of one another, recognising their individuality and
uniqueness. The businesses operate in five areas: Jewellery Maisons, being
Cartier and Van Cleef & Arpels; Specialist watchmakers, which is made up of
Jaeger-LeCoultre, Piaget, IWC, Baume & Mercier, Vacheron Constantin, Officine
Panerai and A. Lange & Sohne; Writing instrument manufacturers - Montblanc and
Montegrappa; Leather and accessories Maisons, being Alfred Dunhill and Lancel;
and Other businesses, which includes, specifically, Chloe as well as other,
smaller Maisons and watch component manufacturing activities for third parties.
In addition to its luxury goods business, Richemont holds a 19.4 per cent
interest in BAT, one of the world`s leading tobacco groups.
`A` bearer units of Richemont are listed on SWX Swiss Exchange and are traded on
SWX Europe.
Merchant bank and sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 22/05/2008 07:40:56 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
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.
