| Mon 4 Apr 2011, 17:00 | | BAT - Brait S.A. - Revised timetable regarding Brait`s ZAR5.9 billion capital |
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BAT
BRAIT
BAT - Brait S.A. - Revised timetable regarding Brait`s ZAR5.9 billion capital
raising through a fully-underwritten renounceable rights offer
This announcement is made in terms of the requirements of the Luxembourg Stock
Exchange and the Securities Exchange operated by the JSE Limited and does not
constitute an offer to the public as contemplated in the South African Companies
Act, No 61 of 1973
BRAIT S.A.
(Incorporated in Luxembourg)
(Registered address: 42, rue de la Vallee, L-2661 Luxembourg)
(RCS Luxembourg B-13861)
ISIN: LU0011857645
Share code: BAT
("Brait" or "the Company")
REVISED TIMETABLE REGARDING BRAIT`S ZAR5.9 BILLION CAPITAL RAISING THROUGH A
FULLY-UNDERWRITTEN RENOUNCEABLE RIGHTS OFFER, POTENTIAL PRIVATE PLACEMENT TO THE
BRAIT INVESTMENT TEAM, THE POTENTIAL PRIVATE PLACEMENT TO TITAN NOMINEES
(PROPRIETARY) LIMITED, THE ACQUISITION OF A 24.6% INTEREST IN PEPKOR HOLDINGS
LIMITED ("PEPKOR"), THE ACQUISITION OF AN ADDITIONAL 10.3% LEVERAGED INTEREST IN
PEPKOR THROUGH A SPECIAL PURPOSE VEHICLE, THE ACQUISITION OF A 49.9% INTEREST
IN, PLUS SHAREHOLDER LOANS OF ZAR221.2 MILLION AGAINST, PREMIER GROUP
(PROPRIETARY) LIMITED AND A REORGANISATION AND RESTRUCTURING OF THE COMPANY
(COLLECTIVELY, "THE TRANSACTIONS")
Holders ("Brait Shareholders") of ordinary shares of no par value in Brait
("Brait Shares") are referred to the timetable amendment announcement released
on SENS and on the website of the Luxembourg Stock Exchange ("LuxSE") on 25
March 2011, wherein Brait Shareholders were advised that the timetable to
implement the Transactions had been amended.
Due to the commencement of the new Companies Act, No 71 of 2008 not taking place
on 1 April 2011 as anticipated and the consequential delay to the regulatory
approval process, the circular containing the full details of the terms of the
Transactions and a notice of the extraordinary general meeting containing the
necessary resolutions to be approved by Brait Shareholders in order to implement
the Transactions, will not be posted today. The revised timetable regarding the
Transactions is envisaged as follows:
Date
Circular posted to Brait Shareholders on Monday, 18 April
Completed forms of proxy to be returned by 10:00 a.m. on Monday, 2 May
Brait Extraordinary General Meeting ("EGM") to be held Wednesday, 4 May
at 10:00 a.m. at 42, rue de la Vallee, L-2661 Luxembourg
on
Finalisation date on Wednesday, 4 May
Results of the EGM and finalisation announcement Wednesday, 4 May
released on SENS and the LuxSE website on
Results of the EGM and finalisation announcement Thursday, 5 May
published in the South African press on
Last day to trade in Shares to be eligible to Thursday, 12 May
participate in the Rights Offer on
Renounceable (nil paid) rights ("Rights") issued to Friday, 13 May
Brait Shareholders (see below when Brait Shareholders on
the Luxembourg register and Brait Shareholders on the
South African sub-register are credited with the Rights)
on
Opening Date of Rights Offer for Brait Shareholders on Friday, 13 May
First listing date of the Rights on the LuxSE and the Friday, 13 May
JSE Limited ("JSE") (collectively referred to as "the
Exchanges") on
Brait Shareholders trading on the Exchanges commence Friday, 13 May
trading their Rights at 09:00 a.m. and Brait
Shareholders on the Luxembourg register are credited
with and can exercise their Rights on
Form of Instruction posted to certificated Brait Friday, 13 May
Shareholders on the Luxembourg register on
Existing Shares trade ex Rights on the Exchanges on Friday, 13 May
Record Date for Brait Shareholders holding their Shares Friday, 20 May
on the South African sub-register on
Brait Shareholders on the South African sub-register Monday, 23 May
will have their broker or CSDP accounts credited with
their Rights and can exercise their Rights on
Form of Instruction posted to certificated Brait Monday, 23 May
Shareholders on the South African sub-register on
Last day to trade in Rights on Friday, 17 June
Record date and Closing date for acceptances under Friday, 24 June
Rights Offer at 12:00 on
Auction of unexercised Rights on LuxSE on Wednesday, 29
June
Issue of a maximum of 356 961 963 new Brait Shares ("New Monday, 4 July
Brait Shares") on
To the extent required a maximum number of 110 000 000 Monday, 4 July
Brait Shares to be issued to the Brait Investment Team
("Investment Team Placement Shares") in terms of the
Investment Team Placement on
Listing of New Brait Shares and Investment Team Monday, 4 July
Placement Shares on the Exchanges on
New Brait Shares credited to Brait Shareholders` broker Monday, 4 July
or Participant accounts and share certificates posted to
certificated Brait Shareholders (for shareholders
holding their Shares on the Luxembourg register) by no
later than (see note 7)
New Brait Shares credited to Brait Shareholders` broker Monday, 4 July
or CSDP accounts and share certificates posted to
certificated Brait Shareholders (for shareholders
holding their Shares on the South African sub-register)
(see note 7) by no later than
Results of the Rights Offer released on SENS and the Monday, 4 July
LuxSE website on
Results of the Rights Offer published in the South Tuesday, 5 July
African press on
To the extent required a maximum number of 55 000 000 Monday, 3 October
Brait Shares to be issued to Titan ("Titan Placement
Shares") in terms of the Titan Placement on
Listing of Titan Placement Shares on the Exchanges on Monday, 3 October
Notes:
1. Shareholders may not apply for any excess New Brait Shares.
2. Shares may not be transferred between the Luxembourg register and the South
African sub-register between Thursday, 12 May 2011 and Friday, 20 May 2011, both
days inclusive.
3. Rights and Shares are transferable between the Luxembourg register and the
South African sub-register save as set out in point 2 above and point 5 below.
4. Share certificates may not be dematerialised or rematerialised between
Thursday, 12 May 2011 and Friday, 20 May 2011, both days inclusive.
5. Rights may not be transferred between the Luxembourg register and South
African sub-register after Friday, 17 June 2011 save for purposes of the
Auction.
6. CSDP`s or brokers (in respect of Brait Shareholders on the South African sub-
register) or Participants (in respect of Brait Shareholders on the Luxembourg
register) must effect payment in respect of dematerialised Brait Shareholders on
a delivery versus payment basis.
7. New Brait Shares will only be issued pursuant to the Rights Offer on Monday,
4 July 2011. Accordingly, Brait Shareholders will not be able to trade in their
New Brait Shares until Monday, 4 July 2011.
8. Monday, 25 April 2011 is a public holiday in South Africa and Luxembourg.
9. Friday, 22 April 2011, Wednesday, 27 April 2011, Monday, 2 May 2011,
Wednesday, 18 May 2011 and Thursday, 16 June 2011 are public holidays in South
Africa.
10. Thursday, 2 June 2011, Monday, 13 June 2011, Thursday, 23 June 2011 and
Monday, 15 August 2011 are public holidays in Luxembourg.
11. The Euro MTF market will be closed on Friday, 22 April 2011, due to a
banking holiday in Luxembourg.
4 April 2011
Financial advisor, mandated lead debt arranger and advisor, underwriter and
transaction sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)
International legal advisor
M Partners
South African attorneys
Cliffe Dekker Hofmeyr Inc.
Date: 04/04/2011 17:00:03 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.
