| Tue 21 Jun 2011, 14:00 | | RMI - RMI Holdings - Completion of Outsurance Acquisition Sale of Outsurance |
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RMI
RMI
RMI - RMI Holdings - Completion of Outsurance Acquisition, Sale of Outsurance
ordinary shares to Management Team and Confirmation of make up of RMI Holdings
Investment Portfolio
RAND MERCHANT INSURANCE HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2010/005770/06)
JSE Ordinary share code: RMI
ISIN: ZAE000153102
("RMI Holdings")
COMPLETION OF OUTSURANCE ACQUISITION, SALE OF OUTSURANCE ORDINARY SHARES TO
MANAGEMENT TEAM AND CONFIRMATION OF MAKE UP OF RMI HOLDINGS INVESTMENT PORTFOLIO
Shareholders are referred to the pre-listing statement issued by RMI Holdings on
3 February 2011, as well as the finalisation announcement published by RMB
Holdings Limited ("RMBH") on 25 February 2011.
1. COMPLETION OF OUTSURANCE ACQUISITION
Shareholders are advised that the implementation of the acquisition by RMI
Holdings of an additional 45% effective interest in OUTsurance Holdings Limited
("OUTsurance") from FirstRand Limited ("FirstRand") has been completed. The
effective date of the acquisition is 4 May 2011.
The agreed purchase price of R 3 750 million for the interest acquired in
OUTsurance was adjusted for, inter alia, an interim dividend payment and
interest accrued on the purchase price, resulting in a final purchase price of R
3 640 million. RMI Holdings also acquired preference shares in OUTsurance held
by the FirstRand group for a purchase price of R401 million.
2. SALE OF OUTSURANCE ORDINARY SHARES TO MANAGEMENT TEAM
RMI Holdings has reached agreement to sell an effective interest of 6,8% in the
ordinary share capital of OUTsurance to the management team of OUTsurance for a
purchase consideration of R 552 million. RMI Holdings will facilitate the
transaction by providing term funding to the management group for part of the
purchase consideration. This transaction is expected to be implemented during
July 2011.
Once the management share purchase transaction has been implemented, the
effective shareholdings in OUTsurance will be as follows:
RMI Holdings 83,2%
OUTsurance management, incl. share trust 16,8%
100,0%
3. MAKE UP OF RMI HOLDINGS INVESTMENT PORTFOLIO
The OUTsurance acquisition represents the final step in the RMBH / RMI Holdings
reorganisation.
To facilitate greater transparency and to assist shareholders in evaluating the
RMI Holdings investment portfolio, the following analysis of the current make up
of the group`s investment portfolio is provided:
Ordinary Percentage Current
Shares held of issued value(1)
(million) capital R million
Listed Equities:
Discovery Holdings Ltd 148,0 25,0% 5 697
MMI Holdings Ltd 391,6 26,0% 6 658
Unlisted Equities:
OUTsurance Holdings Ltd 83,2% 6 929
RMB-SI Investments (Pty) Ltd 76,9% 196
Other Assets / Pref. Share Investments 1 388
Net liabilities / Borrowings (1 450)
INTRINSIC VALUE 19 418
Cents per RMI Holdings ordinary share 1 307
Note 1: Current value of listed equities based on closing prices on 20 June
2011, while unlisted equities are reflected at directors` valuation on 31
December 2010.
21 June 2011
Merchant bank and transaction sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Legal advisors
Webber Wentzel
Date: 21/06/2011 14:00:02 Produced by the JSE SENS Department.
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