| Wed 25 Jun 2008, 8:50 | | SER/SRN - Seardel Investment Corporation Limited - Rights offer and cautionary |
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SER
SER
SER/SRN - Seardel Investment Corporation Limited - Rights offer and cautionary
announcement
SEARDEL INVESTMENT CORPORATION LIMITED
Registration Number 1968/011249/06
(Incorporated in the Republic of South Africa)
Share Code: SER ISIN: ZAE 000029815
Share Code: SRN ISIN: ZAE 000030144
("Seardel" or "the company")
RIGHTS OFFER AND CAUTIONARY ANNOUNCEMENT
Shareholders are advised that the board of directors of Seardel has resolved to
undertake a rights offer to Seardel ordinary and N ordinary shareholders in
order to raise R300 million.
In terms of the rights offer:
Seardel ordinary and N ordinary shareholders will be offered 6,66 ordinary
shares ("rights offer shares") for every ordinary or N ordinary share held by
them on the record date for participation in the rights offer;
the subscription price will be R0,50 per rights offer share; and
ordinary and N ordinary shareholders will have the right to apply for any excess
rights offer shares not taken up by other shareholders and any such excess
shares will be attributed equitably based on the number of shares held by the
shareholder concerned and the number of excess shares applied for.
Hosken Consolidated Investments Limited ("HCI") and Grawood Investments (Pty)
Ltd("Grawood"), a company controlled by Dr A Searll, have agreed to underwrite
the rights offer as to R200 million and R50 million respectively, subject to:
The A Searll Descendants Trust, Grawood and the South African Clothing & Textile
Workers Union (who collectively hold 14,5 million ordinary shares and 29,5
million N ordinary shares, comprising approximately 49% of the total issued
share capital of the company) renouncing their rights under the rights offer in
favour of HCI; and
Seardel shareholders and the Securities Regulation Panel approving the waiver of
any requirement for HCI to make a mandatory offer to Seardel shareholders
pursuant to the rights offer.
In consideration for agreeing to underwrite the rights offer HCI and Grawood
shall be entitled to an underwriting fee equivalent to 2% of their underwriting
commitment.
The rights offer will be subject to all necessary regulatory and/or shareholder
approvals including:
the consents and approvals required to increase the authorised and unissued
share capital of the company; and
any approvals required in terms of the Competition Act, 89 of 1998, for any
change of control pursuant to the rights offer.
FURTHER DETAILS AND CAUTIONARY ANNOUNCEMENT
The salient dates for and pro forma financial effects of the rights offer are
still in the process of being finalised and shareholders are advised to exercise
caution when dealing in Seardel shares until such time as a further announcement
is made containing more details in relation to the rights offer.
25 June 2008
Sponsor
Java Capital (Proprietary) Limited
Date: 25/06/2008 08:50:01 Produced by the JSE SENS Department.
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