| Fri 30 Jun 2006, 12:52 | | Sizafika - Rights offer and general issue of linke |
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SZA
SZA
Sizafika - Rights offer and general issue of linked units for cash
Sizafika Property Investments Limited
(Formerly Adonis Knitwear Holdings Limited)
(Incorporated in the Republic of South Africa)
Registration number: 1969/002908/06
Share code: SZA & ISIN: ZAE000080198
("Sizafika" or "the company")
RIGHTS OFFER: SALIENT DATES
RIGHTS OFFER
The board of directors has resolved to raise capital of R6 887 500 by the
implementation of a rights offer to linked unit holders.
SALIENT TERMS OF THE RIGHTS OFER
The rights offer is being made on the following bases:
- Linked unit holders will be offered a total of 3 625 000 linked units at a
price of 190 cents each in the ratio of 100 new Sizafika linked units for
every 100 Sizafika linked units held as at the record date for
participation in the rights offer, on the terms and conditions set out in a
circular to be posted to linked unit holders;
- The directors of Sizafika have decided to permit additional excess
applications of up to 750 000 linked units over and above the 3 625 000
linked units offered as part of the rights offer to afford linked unit
holders the opportunity to increase their economic participation in the
company on the terms and conditions set out in a circular to be posted to
linked unit holders;
- The rights offer will not be underwritten.
Upon their issue, the new linked units to be allotted pursuant to the rights
offer will be listed and rank pari passu in all respects with the existing
issued linked units, including the right to receive in full all distributions
thereafter declared.
CONDITIONS
The rights offer is conditional upon the approvals of the requisite regulatory
authorities and the rights offer circular and letter of allocation being
registered with CIPRO.
UTILISATION OF PROCEEDS OF CAPITAL RAISING
The additional capital raised by Sizafika pursuant to the rights offer will be
utilised to fund inter alia the expenses associated with the acquisition of a
commercial property portfolio.
PROPOSED ISSUE OF LINKED UNITS
The directors have proposed a general issue of linked units for cash on the
closing of the rights offer of approximately 1 100 000 linked units.
FINANCIAL EFFECTS
Pro forma financial information
A restructure of the authorised and issued share capital was approved at a
general meeting held on 25 May 2006. The effect of the restructure was to alter,
by way of special resolution, the par value of 50 cents per share to 0.1 cent
per share and to issue debentures with a nominal value of 0.1 cent each to each
shareholder, thereby creating 3 625 000 linked units.
The table below, which has been prepared for illustrative purposes only and is
the responsibility of the Sizafika directors, sets out the financial effects of
the rights offer and general issue per Sizafika linked unit had the transactions
occurred on 31 March 2006:
Before After After excess After general
rights rights applications issue
offer offer
Number of linked units
in issue 3 625 000 7 250 000 8 000 000 9 100 000
Net asset value per
linked unit (cents) 90,0 140,00 144,7 150,2
Net tangible asset value
per linked unit (cents) 90,0 140,00 144,7 150,2
The financial effects assume that the rights offer and excess applications have
been fully subscribed fir and that the proposed general issue of 1 100 00 linked
units for cash has also been fully subscribed for.
CIRCULAR
A circular setting out full terms and conditions of the rights offer, together
with a form of instruction in respect of a letter of allocation, will be posted
to linked units holders in accordance with the timetable set out below.
SALIENT DATES APPLICABLE TO THE RIGHTS OFFER
2006
Last day to trade in Sizafika linked
units in order to participate in the
rights offer Friday, 14 July
Listing and trading of letters of
allocation on the JSE at commencement
of trade on Monday, 17 July
Sizafika linked units commence trading
on the JSE ex-rights offer entitlement Monday, 17 July
Record date for determination of
linked unit holders entitled to Friday, 21 July
participate in the rights off (initial
record date)
Rights offer opens at 09:00 on Monday, 24 July
Rights offer circular posted to
Sizafika linked unites and form of
instruction posted to certificated
unit holders on Monday, 24 July
Last day to trade in letters of
allocation on the JSE Thursday, 3 August
Listing of new rights offer units Friday, 4 August
Rights offer closes at 12:00 on Friday,11 August
Record date for letters of allocation Friday,11 August
(final record date)
Certificates in respect of linked
units issued and posted to holders of
certificated linked units Monday, 14 August
CSDP or broker accounts in respect of
holders of dematerialised linked units
debited and updated on Monday, 14 August
Results of rights offer released on
SENS on Monday, 14 August
Results of rights offer published in
the press on Tuesday, 15 August
Refund cheques (if any) posted to
linked unit holders on or about Tuesday, 15 August
If necessary, any revisions to these dates will be published on SENS.
Johannesburg
30 June 2006
Sponsor
Imara Corporate Finance South Africa (Pty) Limited
Date: 30/06/2006 12:52:12 PM Produced by the JSE SENS Department