| Fri 4 Jun 2010, 17:15 | | SEP - Sephaku Holdings Limited - Further information relating to the agreement |
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SEP
SEP
SEP - Sephaku Holdings Limited - Further information relating to the agreement
signed with Dangote Industries Limited ("Dangote") and reminder of further
cautionary
Sephaku Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2005/003306/06)
Share code: SEP
ISIN: ZAE000138459
("Sephaku Holdings" or "the company")
Further information relating to the agreement signed with Dangote Industries
Limited ("Dangote") and reminder of further cautionary
1 Further details on the agreement signed with Dangote
Shareholders are referred to the announcement dated 1 June 2010 which included
information relating to the heads of agreement signed with Dangote in terms of
which, inter alia, Sephaku Cement (Pty) Limited ("Sephaku Cement"), an 80.2%
owned subsidiary of Sephaku Holdings, will issue shares to Dangote, subject to
various conditions precedent, in an amount of R779 million ("the Dangote issue")
for the funding of its cement project ("the Cement Project")("the Dangote
agreement").
Shareholders are advised that Dangote has agreed to provide a loan to Sephaku
Cement in an amount of USD10 million as an initial tranche of the subscription
price of R779 million for the Dangote issue by not later than 30 June 2010 in
order for the Sephaku Group to progress work on the Cement Project immediately
("the loan"). Provided that Sephaku Holdings secures irrevocable undertakings
from the holders of no less than 50.1% of the company`s issued shares to approve
the Dangote issue and certain associated transactions, the loan will be settled
with a pro rata portion of the total number of Sephaku Cement shares to be
issued in terms of the Dangote issue.
The Dangote issue will be subject to the resolutive condition that the Dangote
issue is not approved by the requisite majority of 50.1% of Sephaku Holdings`
shareholders by 31 August 2010, in which event the loan shall become repayable
by Sephaku Cement to Dangote on commercial terms.
2 Termination of certain other negotiations
Shareholders are also advised that, in light of the Dangote agreement, all
negotiations with the global financial institution, which were referred to in
the announcement released by the company dated 1 February 2010, have been
terminated.
3 Reminder of cautionary
Shareholders are reminded that the company is trading under a cautionary and,
until further announcements providing additional details relating to the funding
for the Cement Project, including the relevant financial effects, are released,
that they should therefore continue to exercise caution when dealing in their
Sephaku Holdings shares.
Pretoria
4 June 2010
Sponsor
QuestCo Sponsors (Pty) Limited
Corporate advisor to Sephaku Cement
Capital Hill Corporate Finance (Pty) Limited
Legal advisors to Sephaku Holdings
Cliffe Dekker Hofmeyr
Date: 04/06/2010 17:15:03 Produced by the JSE SENS Department.
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