Wrap Text
Finalisation announcement on the partially underwritten rights offer
Imbalie Beauty Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2003/025374/06)
(Share Code: ILE ISIN: ZAE000165239)
(“Imbalie” or “the company”)
FINALISATION ANNOUNCEMENT ON THE PARTIALLY UNDERWRITTEN RIGHTS OFFER
1. Update on rights offer
Shareholders were notified by way of SENS announcements on 3 December 2015 and 22 January
2016 that the directors of Imbalie have decided to raise R25 million equity capital by way of the
Rights offer through the issue of 208 333 333 new ordinary shares of no par value to Imbalie
shareholders at a subscription price of 12 cents per rights offer share in the ratio of 47.28532
rights offer shares for every 100 Imbalie ordinary shares held at the close of trade on Friday, 12
February 2016 (“Record Date”). The rights offer has been underwritten to a total of R17 million.
The circular to shareholders has been approved by the JSE and the rights offer will therefore
proceed as per the timetable below.
2. Timetable
The board of directors hereby wishes to inform shareholders of the timetable for the rights offer:
2016
Last day to trade in Imbalie shares in order to settle by the record Friday, 5 February
date and to qualify to participate in the rights offer (cum
entitlement) on
Listing of letters of allocation on the JSE commences at Monday, 8 February
commencement of trading
Code: ILEN
ISIN: ZAE000212056
Shares commence trading ex-rights on the JSE at commencement Monday, 8 February
of trading
Rights offer circular and, where applicable, a form of instruction Tuesday, 9 February
posted to certificated shareholders
Record date for participation in the rights offer at the close of Friday, 12 February
business on
Rights offer opens at commencement of trading Monday, 15 February
Dematerialised shareholders will have their accounts at their Monday, 15 February
CSDP or broker automatically credited with their entitlement
Certificated shareholders on the register will have their entitlement Monday, 15 February
credited to an account held with the transfer secretaries
Rights offer circular posted to dematerialised shareholders, where Tuesday, 16 February
applicable
Last day to trade in letters of allocation on the JSE on Friday, 19 February
Listing of rights offer shares commences at commencement of Monday, 22 February
trading on
Rights offer closes at 12:00 - payments to be made and forms Friday, 26 February
of instruction in respect of letters of allocation lodged by
certificated shareholders by 12:00
Record date for letters of allocation on Friday, 26 February
Dematerialised shareholders’ accounts will be updated with Monday, 29 February
entitlements and debited by their CSDP or broker and certificates
posted to certificated shareholders
Results of rights offer released on SENS Monday, 29 February
Notes:
1. All times indicated above are South African times.
2. Qualifying Dematerialised Shareholders are required to notify their appointed CSDP or
broker of their acceptance or otherwise of the Rights offer in the manner and time
stipulated in the agreement governing the relationship between such shareholder and
their CSDP or broker.
3. Share certificates may not be dematerialised or re-materialised between Friday, 5
February 2016 and Friday, 12 February 2016, both days inclusive.
4. The CSDP or broker accounts of Qualifying Dematerialised Shareholders will be
automatically credited with new Imbalie ordinary shares to the extent to which they have
accepted the Rights offer. Imbalie share certificates will be posted, by registered post at
the shareholders’ risk, to Qualifying Certificated Shareholders in respect of the Rights
offer shares which have been accepted.
5. CSDPs effect payment in respect of Qualifying Dematerialised Shareholders on a
delivery-versus- payment method.
3. Documentation
The Circular and a form of instruction in respect of a letter of allocation, where applicable, will be
posted to Qualifying Certificated Shareholders on or about Tuesday, 9 February 2016. The Circular
will be posted to Qualifying Dematerialised Shareholders on or about Tuesday, 16 February 2016.
The circular and letters of allocation will outline the detailed terms and conditions applicable to
the rights offer in addition to other relevant information.
4. Foreign jurisdictions
Any shareholder resident outside the common monetary area who receives the circular and form
of instruction, should obtain advice as to whether any governmental and/or any other legal
consent is required and/or any other formality must be observed to enable such a subscription to
be made in terms of such form of instruction.
The rights offer does not constitute an offer in any jurisdiction in which it is illegal to make such
an offer and the circular and form of instruction should not be forwarded or transmitted by
recipients thereof to any person in any territory other than where it is lawful to make such an
offer.
The rights offer shares have not been and will not be registered under the Securities Act of the
United States of America. Accordingly, the rights offer shares may not be offered, sold, resold,
delivered or transferred, directly or indirectly, in or into the United States or to, or for the account
or benefit of, United States persons, except pursuant to exemptions from the Securities Act. The
circular and the accompanying documents are not being, and must not be, mailed or otherwise
distributed or sent in, into or from the United States. The circular does not constitute an offer of
any securities for sale in the United States or to United States persons.
The rights offer contained in the circular does not constitute an offer in the District of Columbia,
the United States, the Dominion of Canada, the Commonwealth of Australia, Japan or in any other
jurisdiction in which, or to any person to whom, it would not be lawful to make such an offer.
Non-qualifying shareholders should consult their professional advisers to determine whether any
governmental or other consents are required or other formalities need to be observed to allow
them to take up the rights offer, or trade their entitlement. Shareholders holding Imbalie shares
on behalf of persons who are non-qualifying shareholders are responsible for ensuring that taking
up the rights offer, or trading in their entitlements under that offer, do not breach regulations in
the relevant overseas jurisdictions.
To the extent that non-qualifying shareholders are not entitled to participate in the rights offer as
a result of the aforementioned restrictions, the allocated rights in respect of such non-qualifying
shareholders shall revert to Imbalie who shall be entitled to sell or place same or failing which
such rights will lapse.
2 February 2016
Centurion
Designated Adviser
Exchange Sponsors
Date: 02/02/2016 10:31:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
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