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Oao - Oando - Proposed Rights Issue - Declaration Data Announcement

Release Date: 19/01/2010 16:42:50      Code(s): OAO
OAO - Oando - Proposed Rights Issue - Declaration Data Announcement             
Oando Plc                                                                       
(Incorporated in Nigeria and registered as an external company in South Africa) 
Registration number: RC 6474                                                    
(External company registration number: 2005/038824/10)                          
Share Code on the JSE Limited: OAO                                              
Share Code on the Nigerian Stock Exchange: UNTP                                 
ISIN: NGOANDO00002                                                              
("Oando" or "the Company")                                                      
The distribution of this announcement, the Rights Issue, and the transfer of the
Rights Issue shares and/or the rights to subscribe for the Rights Issue shares  
in jurisdictions other than the Federal Republic of Nigeria or South Africa may 
be restricted by law and failure to comply with any of those restrictions may   
constitute a violation of the laws of any such jurisdiction.  Neither this      
announcement, nor any form of instruction, may be regarded as an offer in any   
jurisdiction in which it is illegal to make such an offer, and in particular, is
not for distribution in the United States of America, Australia, United Kingdom,
Canada or Japan.  In those circumstances, this announcement is for information  
purposes only.                                                                  
It is the responsibility of any person outside the Federal Republic of Nigeria  
or South Africa (including, without limitation, nominees, agents and trustees   
for such persons) receiving this announcement and wishing to take up rights     
under the Rights Issue, to satisfy himself as to full observance of the         
applicable laws of any relevant territory, including obtaining any requisite    
governmental or other consents, observing any other requisite formalities and   
paying any issue, transfer or other taxes due in such territories.              
PROPOSED RIGHTS ISSUE - DECLARATION DATA ANNOUNCEMENT                           
1.  Introduction                                                                
Oando is proposing a rights issue of 301 694 876 ordinary shares of 50 kobo each
at Naira 70.00 per share on the basis of one (1) new ordinary share for every   
three (3) ordinary shares of 50 kobo each held as at the close of business on   
Friday, 18 December 2009 for those shareholders in Nigeria whose names appear on
the Register of Members and transfer books of the Company and shareholders in   
South Africa whose names appear on the Register of Members and transfer books as
at the close of business on Friday, 29 January 2010, being the Friday prior to  
the offer opening date for South African shareholders ("the Rights Issue").     
The shares being offered will rank pari passu in all respects with the existing 
share capital of the Company.                                                   
2.  Purpose of the Rights Issue                                                 
The Rights Issue is an important step for Oando, towards refinancing the        
acquisition of the upstream assets, providing operational capital to fund the   
operation of the upstream business, and short and medium term investments in its
gas and power business segment.                                                 
The net Rights Issue proceeds, after deducting the total cost of the Rights     
Issue estimated at Naira 681 312 632.65 (representing 3.23% of the Rights       
Issue), is estimated at Naira 20 437 328 687.35.  The ZAR equivalent of the net 
Rights Issue proceeds is estimated at ZAR997 848 227.53 calculated at the       
currency conversion at 17h00 South African time on Monday, 18 January 2010 of   
ZAR 1 = Naira 20.4814.                                                          
3.  Proposed Rights Issue Timetable applicable to the South African             
   shareholders                                                                 
2010                            
Declaration data announcement released on SENS   Tuesday, 19 January            
on                                                                              
                                                                                
Declaration data announcement published in the   Wednesday, 20 January          
South African press on                                                          
                                                                                
The ZAR/Naira exchange rate determined at the    Thursday, 21 January           
close of business on                                                            
                                                                                
The finalisation data announcement, including    Friday, 22 January             
the exchange rate and take up price for South                                   
African shareholders released on SENS by no                                     
later than 11h00 on                                                             
                                                                                
Last day to trade in Oando shares in order to    Friday, 22 January             
settle trades by the record date and to qualify                                 
to participate in the Rights Issue on the JSE                                   
(cum rights)                                                                    
                                                                                
The finalisation data announcement, including    Monday, 25 January             
the exchange rate and take up price for South                                   
African shareholders published in the South                                     
African press on                                                                

Listing and trading of letters of allocation on  Monday, 25 January             
the JSE while Oando shares trade ex rights                                      
commences at 09h00 on                                                           

Record date for the Rights Issue for purposes    Friday, 29 January             
of determining shareholders entitled to                                         
participate in the Rights Issue at the close of                                 
business on                                                                     
                                                                                
Rights Issue circular posted to South African    Monday, 1 February             
shareholders on                                                                 

Dematerialised shareholders will have their      Monday, 1 February             
accounts at their CSDP or broker automatically                                  
credited with the letters of allocation                                         

Rights Issue opens in South Africa at 09h00 on   Monday, 1 February             
                                                                                
Last day to trade in letters of allocation in    Friday, 12 February            
order to settle trades by the close of the                                      
Rights Issue and participate in the Rights                                      
Issue at the close of business                                                  
                                                                                
Record date for the letters of allocation        Friday, 19 February            
                                                                                
Rights Issue closes at 12h00 in South Africa     Friday, 19 February            
and payment in respect of the Rights Issue                                      
shares and the excess shares to be made by all                                  
shareholders on                                                                 
                                                                                
Nigerian SEC approval to be received for the     Wednesday, 31 March            
allotment of the Rights Issue shares and the                                    
excess shares on                                                                
                                                                                
Results of the Rights Issue released on SENS by  Friday, 9 April                
no later than                                                                   
                                                                                
Results of the Rights Issue published in the     Monday, 12 April               
South African press on the business day                                         
following the release of the results on SENS by                                 
no later than                                                                   
                                                                                
Listing of the Rights Issue shares and trading   Wednesday, 21 April            
of Rights Issue shares on the JSE commencing at                                 
09h00 on                                                                        
                                                                                
CSDP/Broker accounts in respect of the           Wednesday, 21 April            
dematerialised shareholders credited with the                                   
Rights Issue shares and the excess shares on                                    
Notes                                                                           
1.   The take-up price for South African shareholders will be released on       
SENS on Friday, 22 January 2010 and published in the South African          
    press on Monday, 25 January 2010 after the ZAR/Naira exchange rate is       
    determined at the close of business on Thursday, 21 January 2010.           
2.   It is expected that the Rights Issue shares and the excess shares will     
be allotted on Thursday, 1 April 2010 following the approval of the         
    allotment by the Nigerian SEC on Wednesday, 31 March 2010.                  
3.   Payment for the Rights Issue shares and the excess shares is expected      
    at the point of subscription.                                               
4.   Investors are not permitted to trade the new Rights Issue shares until     
    the Rights Issue shares have been issued on Wednesday, 21 April 2010.       
5.   All times referred to in the above timetable are local times in South      
    Africa.  Any material variation of the above dates and times will be        
approved by the JSE, released on SENS and published in the South            
    African press.                                                              
6.   Transfers between the South African and Nigerian registers may not         
    take place from Friday, 18 December 2009 to Friday, 29 January 2010,        
both dates inclusive.                                                       
4.   JSE Listings                                                               
The JSE has granted listings for the letters of allocation and Rights Issue     
shares as follows:                                                              
301 694 876 letters of allocation:                                              
Commencement of listing of the                                                  
letters of allocation :                          Monday, 25 January 2010        
Last day to trade for                                                           
letters of allocation:                           Friday, 12 February 2010       
JSE code:                                       OAON                            
ISIN:                                           NGOANDORIGT2                    
301 694 876 Rights Issue shares:                                                
Commencement of listing of the                                                  
Rights Issue shares:                            Wednesday, 21 April 2010        
5.   Rounding Principle                                                         
The allocation of Rights Issue shares will be such that shareholders will not be
allocated a fraction of a Rights Issue share and as such any shareholding giving
rise to a fraction of less than one of a Rights Issue share will be rounded down
to the nearest whole number. This is applicable to investors on both the        
Nigerian and South African share registers.                                     
6.   Refund Process                                                             
The proceeds received from South African shareholders or their renouncees will  
remain in a designated escrow account.  Should any unforeseen event result in   
the Rights Issue not proceeding, the proceeds will be returned to the South     
African shareholders or renouncees concerned.                                   
7.   Excess Applications                                                        
You are invited to apply for additional Rights Issue shares over and above your 
entitlement.  Should there be excess Rights Issue shares available for          
allocation, these will be allocated to applicants on a basis to be determined by
the directors of Oando and cleared by the Nigerian SEC.                         
Shareholders on the South African register wishing to apply for excess Rights   
Issue shares should instruct their CSDP or broker as to the number of excess    
Rights Issue shares for which they wish to apply, in terms of the agreement     
entered into between such dematerialised shareholder and his/her CSDP or broker.
8.   Entitlement                                                                
The rights that are represented by letters of allocation are valuable and may be
traded on the JSE. Investors are not permitted to trade the new Rights Issue    
shares until the shares have been issued on Wednesday, 21 April 2010.           
Johannesburg                                                                    
19 January 2010                                                                 
Leading Issuing House                                                           
Vetiva Capital Management Limited                                               
Joint Issuing Houses                                                            
FCMB Capital Markets Limited                                                    
A member of First City Group                                                    
Stanbic IBTC Bank plc                                                           
A member of the Standard Bank Group                                             
Sponsor to Oando in South Africa                                                
Deutsche Securities (SA) (Proprietary) Limited                                  
Date: 19/01/2010 16:42:49 Supplied by www.sharenet.co.za                     
Produced by the JSE SENS Department                             .                  
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howsoever arising, from the use of SENS or the use of, or reliance on,          
information disseminated through SENS.                                          



                                        
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