| Fri 21 Sep 2001, 0:00 | | New Africa Capital Financial Services Group - Abri |
|
(formerly Off the Shelf Investments Fifty (Proprietary) Limited)
(Incorporated in the Republic of South Africa)
(Registration number 2000/031756/06)
Share code: NAC ISIN code: ZAE000033130
ABRIDGED PRE-LISTING STATEMENT
This abridged pre-listing statement is not an invitation to the public to
subscribe for securities, but is issued in compliance with the Listings
Requirements of the JSE Securities Exchange South Africa ("JSE") and the
Namibian Stock Exchange ("NSX") for the purposes of giving information to
the public with regard to the company.
1. Share capital
The share capital of New Africa Capital Limited ("NAC" or "the company")
comprises 1 000 000 000 authorised ordinary shares of 0,0001 of a cent each
and 727 780 482 issued ordinary shares of 0.0001 of a cent each. The
listings committees of the JSE and the NSX have approved the primary and
secondary listings of 693 851 232 ordinary shares of 0,0001 of a cent each
of NAC on the "Insurance - Life Assurance" sector and "Financial" sector,
respectively, of the Main Board of the Lists under the abbreviated name
"NAC" with effect from the commencement of trade on Friday, 21 September
2001. The remaining 33 929 250 ordinary shares are unlisted and are held by
the NAC staff share purchase trust on behalf of eligible employees. These
shares will be listed and rank pari passu in all respects with the listed
ordinary shares once these employees exercise their relevant rights in terms
of the provisions of the share purchase trust.
Metropolitan life Limited ("Metropolitan") was delisted from the JSE and
the NSX with effect from the close of business on Thursday, 20 September
2001.
2. Incorporation
NAC was incorporated in Pretoria, South Africa on 21 December 2000 as a
private company under the name "Off the Shelf Investments Fifty
(Proprietary) Limited". The company changed its name and status to NAC, a
public company, to become the listed financial services holding company of
the Metropolitan group. The name and status change was effected in terms of
a special resolution registered with the Registrar of Companies on 14 August
2001.
3. Nature of business
The NAC group has evolved into a diversified financial services group with a
comprehensive product offering consisting of life assurance, employee
benefits, medical aid scheme administration, unit trusts and asset
management. Although the group still derives most of its business from
within South Africa, it has created successful operations in Namibia,
Lesotho and Botswana, and is actively seeking opportunities to expand
internationally, with particular emphasis on Africa.
Historically, the group's focus has been on the provision of life
assurance products to the lower to middle income markets, but with the
diversification of the products and services offered, the group now caters
for clients in the upper income markets as well, and continues to provide
for the aspirations of traditional clients as they become more affluent.
4. Directors
The names and business addresses of the directors are detailed below:
Name Business address
Peter Raymond Doyle* Metropolitan Life Limited,
PO Box 2212, Bellville 7535
Abel Moffat Sithole* Metropolitan Life Limited,
PO Box 2212, Bellville 7535
Preston Eugene Speckmann* Metropolitan Life Limited,
PO Box 2212, Bellville 7535
Sandile Muziwenkosi Donald Zungu* New Africa Investments Limited,
PO Box 782922, Sandton 2146
Gloria Tomatoe Serobe 61 Central Street, Houghton 2041
Ntuthukoyezwe Zuzifa Buthelezi Compass Group, PO Box 3627, Rivonia 2128
Irene Charnley Johnnic Holdings Limited, PO Box 231,
Johannesburg 2000
Prof Willem Petrus Esterhuyse 26 Seruria Street, Paradyskloof,
Stellenbosch 7600
Dr Ian Andrew Goldin The World Bank, Room MC-4-363, 1818 H
Street
N.W., Washington D.C. 20433, USA
Fatima Jakoet Eskom, PO Box 2100, Bellville 7535
Sidney Allan Muller 12 Roderick Way, Constantia 7800
John Ernest Newbury PO Box 911, Illovo 2116
Marthinus Luther Smith 11 Magnolia Crescent, Valmary Park,
Durbanville 7550
Franklin Abraham Sonn Africa Group, PO Box 2087, Bellville 7535
* Executive director
5. Copies of the pre-listing statement
The full pre-listing statement dated 14 August 2001 was posted to
shareholders on that day. Copies thereof are available from 09:00 to 16:00
from the registered office of the company (at Parc du Cap 7, Mispel Road,
Bellville, 7530) and from the offices of its financial advisers, NM
Rothschild & Sons (South Africa) (Proprietary) Limited (at Ground Floor,
Block F, Mellis Office Park, 1 - 3 Mellis Road, Rivonia 2128) and Deutsche
Securities (SA) (Proprietary) Limited (at 3rd Floor, 3 Exchange Square, 87
Maude Street, Sandton 2196).
Bellville
21 September 2001
Joint financial adviser and lead sponsor
NM Rothschild & Sons
Corporate law adviser and consultants
Edward Nathan & Friedland (Pty) Ltd
(Registration number 1999/026464/07)
Joint financial adviser and sponsor
Deutsche Securities
Member of the Deutsche Bank Group
Deutsche Securities (SA) (Proprietary) Limited
(Registration number 1995/011798/07)
Sponsoring broker in Namibia
Lexus Securities (Pty) Ltd
Colin van Zyl & Hendrik Lombard
Member of the Namibian Stock Exchange
Trading as Lexus Securities
Joint reporting accountants and auditors
Ernst & Young
Chartered Accountants (SA)
(Registered Accountants and Auditors)
Legal adviser
Deneys Reitz Attorneys Inc.
Reg. No. 1984/003385/21
Joint reporting accountants and auditors
PricewaterhouseCoopers Inc.
Chartered Accountants (SA)
Registered Accountants & Auditors
(Registration no. 1998/012055/21)
