| Fri 31 Mar 2017, 15:30 | | BRIMSTONE INVESTMENT CORPORATION LIMITED - Announcement regarding the subscription of ordinary shares in Long4Life Limited |
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BRT BRN 201703310060A
Announcement regarding the subscription of ordinary shares in Long4Life Limited
Brimstone Investment Corporation Limited
(Incorporated in the Republic of South Africa)
Registration number 1995/010442/06
Share Code: BRT ISIN: ZAE000015277
Share Code: BRN ISIN: ZAE000015285
("Brimstone" or the “Company”)
ANNOUNCEMENT REGARDING THE SUBSCRIPTION OF ORDINARY SHARES IN LONG4LIFE
LIMITED
1. Introduction
Shareholders are advised that Brimstone’s wholly-owned subsidiary, Newshelf 1169 Proprietary
Limited (“Newshelf”), has entered into a subscription agreement with Long4Life Limited
(“Long4Life”) to subscribe for 40 000 000 ordinary shares in Long4Life (“the Subscription Shares”)
at a price of R5.00 per Subscription Share (“the Transaction”).
The effective date of the Transaction will be 4 April 2017 or such later date as is the third business
day prior to the date on which the Subscription Shares will commence trading on the JSE Limited
(“the JSE”), which is expected to be 7 April 2017.
2. Details of the Transaction
The Transaction will result in Brimstone acquiring the Subscription Shares in the share capital of
Long4Life, representing an interest in the ordinary share capital of Long4Life of approximately
9.88%.
3. Rationale for the Transaction
Brimstone believes that Brian Joffe, who is the promoter and chief executive officer of Long4Life
and who is responsible for the formation of that company, will create significant value for
shareholders over the medium to long-term. Furthermore, Brimstone is taking advantage of the
opportunity to acquire a sizeable shareholding and be one of the first investors in Long4Life, the
shares of which are expected to be reasonably tightly held.
4. Description of Long4Life
Long4Life has been granted a primary listing of all its issued ordinary shares in the “Financials –
Speciality Finance” sector on the main board of the exchange operated by the JSE with effect
from the commencement of trade on Friday, 7 April 2017 (“the Listing”).
Long4Life’s primary focus will be on acquiring equity interests in businesses which meet one or
more of the following characteristics:
- a proven track record;
- strong cash flow generation;
- market leading brands;
- capital light businesses;
- businesses with attractive growth prospects;
- business with the opportunity to consolidate their respective markets;
- established market position; and
- experienced and entrepreneurial management.
Consideration will also be given to opportunities relating to underperforming businesses.
Long4Life will be structured as an investment holding company and will seek to generate superior
returns for its shareholders over the medium to long term. The board of directors of Long4Life,
who collectively have a wealth of operational and deal-making experience across various
industries, will be responsible for capital allocation and will play an active role in identifying and
executing attractive investment opportunities.
5. Consideration for the Transaction
The total consideration for the Transaction is R200 000 000 which will be settled by Brimstone
from available cash resources.
6. Conditions precedent
The Transaction is subject to the fulfilment or waiver, as the case may be, of the following
conditions precedent by no later than 4 April 2017:
6.1 the JSE having approved the pre-listing statement of Long4Life (“the PLS”) and the PLS
having been published by Long4Life; and
6.2 the JSE having approved the Listing.
7. Value and profits attributable to the net assets of Long4Life
The value of the net assets of Long4Life were R100 as at 30 June 2016, being prior to its capital
raising and the Listing. Long4Life did not engage in any trading activities from incorporation (2
June 2016) to 30 June 2016 and accordingly statements of profit or loss and other comprehensive
income were not prepared.
8. Categorisation of the Transaction
The Transaction is categorised as a Category 2 transaction in terms of the JSE Listings
Requirements.
31 March 2017
Cape Town
Investment Bank, Corporate Advisor and Sponsor
Nedbank Corporate and Investment Banking
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