| Thu 9 Dec 2010, 8:00 | | CLR - Clover Industries Limited - Pricing Announcement |
|
JSE
CLOV
CLR - Clover Industries Limited - Pricing Announcement
CLOVER INDUSTRIES LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2003/030429/06)
JSE Ordinary share code: CLR ISIN: ZAE000152377
JSE Preference share code: CLRP ISIN: ZAE000152385
("Clover" or the "Company")
NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA
PRICING ANNOUNCEMENT
Reference is made to the pre-listing statement, dated 29 November 2010
relating to the listing of all of Clover`s issued ordinary shares with a par
value of R0.05 each ("Ordinary Shares") by way of an offer, subject to certain
conditions (the "Offer") and the abridged pre-listing statement released on
SENS on 29 November 2010, relating to the Offer and the listing of Clover`s
cumulative redeemable preference shares with a par value of R0.10 each
("Preference Shares") by way of an introduction, on the main board of the
securities exchange operated by the JSE Limited ("JSE") with effect from the
commencement of business on Tuesday, 14 December 2010 (the "Listing Date").
The bookbuild process in relation to the Offer closed on 8 December 2010 and
was strongly over-subscribed. 54,761,905 shares were placed including the over
allotment, at R10.50 per share ("placement price"). As a result, shares of
Clover with a value of R575 million, were placed, representing 31.8% of the
Ordinary Shares.
On the Listing Date the percentage of Ordinary Shares held by the major
shareholders is as follows: Clover Milk Producer`s Trust 11.8% and Executive
directors and members of Management 11.2%. Executive directors and members of
Management do not hold the shares as a collective. These figures do not
include any shares that may have been acquired by affiliated entities in the
Offer.
In respect of the Ordinary Shares, the settlement and listing will be on the
Listing Date, subject to achieving a spread of shareholders acceptable to the
JSE, and in respect of the Preference Shares, the listing will be on the
Listing Date, subject to achieving a spread of shareholders acceptable to the
JSE.
Johannesburg
9 December 2010
Sponsor and stabilisation manager
Rand Merchant Bank, a division of FirstRand Bank Limited
This announcement does not constitute an offer of securities for sale in the
United States. Securities may not be offered or sold in the United States
absent registration or an exemption from registration under the U.S.
Securities Act of 1933, as amended (the "Securities Act"). The securities
being offered have not and will not be registered under the Securities Act.
There will be no public offering in the United States.
This announcement does not constitute an offer of securities to the public in
the United Kingdom. This announcement is directed only at (i) persons who are
outside the United Kingdom or (ii) persons who have professional experience in
matters relating to investments falling within Article 19(1) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"),
(iii) high net worth entities falling within Article 49(2) of the Order and
(iv) other persons to whom it may lawfully be communicated (all such persons
together being referred to as "relevant persons"). Any investment activity to
which this communication relates will only be available to, and will only be
engaged with, relevant persons. Any person who is not a relevant person
should not act or rely on this announcement or any of its contents.
Any offer of securities to the public that may be deemed to be made pursuant
to this communication in any EEA Member State that has implemented Directive
2003/71/EC (together with any applicable implementing measures in any Member
State, the "Prospectus Directive") is only addressed to qualified investors in
that Member State within the meaning of the Prospectus Directive.
Date: 09/12/2010 08:00:05 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.