SYGNIA LIMITED - Results of Rights Offer

Results of Rights Offer

SYGNIA LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2007/025416/06)
JSE share code: SYG
ISIN: ZAE000208815
("Sygnia" or the "Company")

Results of Rights Offer

1.   Introduction

Sygnia Shareholders (“Shareholders”) are referred to the announcement released through the Stock Exchange News
Services (“SENS”) of the JSE Limited on 19 July 2017, wherein Shareholders were advised that Sygnia has resolved
to pursue a partially underwritten renounceable rights offer to raise R160 000 000 through the issue of 17 777 778
ordinary shares (“Rights Offer Shares”) at a price of R9.00 per Rights Offer Share in the ratio of 12.95964 Rights
Offer Shares for every 100 Sygnia ordinary shares (“Ordinary Shares”) (“the Rights Offer”) held as at the close of
business on Friday, 28 July 2017 (“Record Date”).

2.   Results of the Rights Offer 

The Rights Offer closed at 12h00 on Friday, 11 August 2017 and the results of the Rights Offer are as
follows:
                                                                      Number of Rights Offer    % of Rights Offer
                                                                      Shares                    Shares
 Rights Offer Shares available for subscription                              17,777,778                100%
 Rights Offer Shares subscribed for                                          17,531,919               98.62%
 Excess Rights Offer Shares applied for and allocated                         245,859                  1.38%


3.   Issue of Rights Offer Shares

There were no holders of certificated shares as at the Record Date and, accordingly, no new certificated shares are
being posted. Dematerialised Shareholders (or their renouncees) registered as such on the Record Date, who validly
subscribed for Rights Offer Shares, will have their accounts at their central securities depository participants
(“CSDP”) or broker updated with the Rights Offer Shares, to which they are entitled, on Monday, 14 August 2017.

4.   Excess Applications

The Rights Offer was 98.62% subscribed for, with 1.38% Rights Offer Shares available for excess applications.
Shareholders are advised that excess Rights Offer Shares applied for have been allocated in an equitable manner in
accordance with the Rights Offer Circular.
Dematerialised shareholders who have been allocated excess Rights Offer Shares will have their accounts updated
and debited by their CSDP or broker with the excess Rights Offer Shares on or about Wednesday, 16 August 2017.

5.   Underwriting

The Rights Offer was partially underwritten by Sygnia Life Limited (“Underwriter”). As the Rights Offer has been
fully subscribed, taking account of the Excess Applications received, the Underwriter is not required to subscribe for
any Rights Offer Shares in terms of the Rights Offer.


6.   Irrevocable undertaking and renunciation

The Company secured an irrevocable undertaking from MF Wierzycka, to follow 100% of her Rights (held through
her direct shareholding) to the value of R23 429 988 (2 603 332 (14.64%) of the Rights Offer Shares). The Company
also secured an irrevocable undertaking from SJB Peile, a related party to MF Wierzycka, to follow 71.03% of his
Rights (held through his direct shareholding) to the value of R16 570 008 (1 841 112 (10.36%) of the Rights Offer
Shares). SJB Peile (held through his direct shareholding) and MF Wierzycka and SJB Peile (held through their
indirect shareholding in Zatoka Trust) to renounce their remaining Rights to a strategic off shore shareholder and
the majority black-owned and black-controlled shareholder, African Equity Empowerment Investments Limited
(collectively “the Renouncees”). In addition, Ulundi Holdings Proprietary Limited, Mobula Trust and NJ Giles also
renounced all of their Rights to the Renouncees. The Renouncees have signed irrevocable undertakings to subscribe
for Ordinary Shares associated with the renounced Rights to the value of R80 952 939 (8 994 771 (50.6%) of the
Rights Offer Shares).

7.   Dealings in securities by directors during course of the Rights Offer

The dealings in securities by directors, related to the Rights Offer, have been disclosed in a separate SENS
announcement published simultaneously to this announcement.

14 August 2017

Transaction Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd

Legal Advisers
Webber Wentzel

Sponsor
Nedbank Corporate and Investment Banking

Date: 14/08/2017 01:00:00 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.