ERBACON INVESTMENT HOLDINGS LIMITED - ERBACON DEBT RESTRUCTURING PLAN: RESULTS OF RIGHTS OFFER

ERBACON DEBT RESTRUCTURING PLAN: RESULTS OF RIGHTS OFFER

Erbacon Investment Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2007/014490/06)
Share code: ERB
ISIN: ZAE000111571
(“Erbacon” or “the Company”)


ERBACON DEBT RESTRUCTURING PLAN: RESULTS OF ERBACON RIGHTS OFFER,
CONVERSION OF THE LOAN ACCOUNTS (BY WAY OF THE RIGHTS OFFER) AND
CONVERSION OF THE PREFERENCE SHARES

RESULTS OF ERBACON RIGHTS OFFER

  1. Shareholders are referred to the finalisation announcement
     released on SENS 20 July 2012 and the circular to shareholders
     dated 6 August 2012 relating to the Erbacon rights offer
     (forming part of the Debt Restructuring Plan) in terms of
     which 390 240 594 new Ordinary Shares of no par value (“the
     Rights Offer Shares”) were offered to Shareholders at a
     subscription price of R0.40 per Rights Offer Share and in the
     ratio of 2 Rights Offer Shares for every 1 ordinary share held
     on the record date of the Rights Offer (“the Rights Offer”).

  2. The results of the Rights Offer, which closed on Friday, 24
     August 2012, are as follows:

                           Number of rights       % of rights offer
                           offer shares           shares

     Rights offer shares          390 240 594                 100%
     available for
     subscription

     Total rights                 253 847 711               65.05%
     exercised
     Rights not taken up          136 392 883               34.95%

  3. The Rights Offer did not include the right for shareholders to
     apply for excess Rights Offer Shares.

  4. With respect to Erbacon shareholders who have subscribed for
     the Rights Offer:

  4.1   share certificates will be posted to the holders of
        certificated Erbacon shares on or about, today, 27 August
        2012; and

  4.2   the Central Securities Depository Participant (“CSDP”) or
        broker accounts of holders of dematerialised Erbacon shares
        will be credited with the Rights Offer Shares and debited
        with any payments due, today, 27 August 2012.

CONVERSION OF THE LOAN ACCOUNTS

  5. As   communicated   to   shareholders,   part   of   the Debt
     Restructuring Plan included the conversion of the outstanding
     loans due to certain loan providers (“Loan Providers”) by way
     of the Rights Offer in terms whereof, inter alia, the Loan
     Providers have set off the total outstanding loan amount,
     together with all accrued interest thereon, against the
     subscription price payable by the Loan Providers in terms of
     the Rights Offer (“Conversion of the Loan Accounts”).

  6. The total outstanding loan amount, together with all accrued
     interest thereon calculated, by including the changes to the
     prime interest rate, amounted to R100 598 029.20 (“the Total
     Outstanding Amount”) as at the closing date of the Rights
     Offer.

  7. Accordingly, 251 495 073 Rights Offer Shares have been issued
     to the Loan Providers in terms of the Rights Offer in
     settlement of the Total Outstanding Amount.

CONVERSION OF THE PREFERENCE SHARES

  8. As communicated to shareholders and forming part of the Debt
     Restructuring   Plan,  shareholders  are  advised  that the
     conversion of Medu Capital’s preference shares to 283 122 000
     Ordinary Shares at an implied share price of R0.40 per
     Ordinary Share (“the Preference Share Conversion”) has now
     become unconditional following the successful implementation
     of the Rights Offer.

  9. Accordingly, 283 122 000 Ordinary Shares have been issued to
     Medu   Capital  under   the  specific  authority granted  by
     shareholders and in pursuance of the implementation of the
     Preference Share Conversion.

SUCCESSFUL IMPLEMENTATION OF THE DEBT RESTRUCTURING PLAN

Further to the above, shareholders are advised that the Debt
Restructuring Plan has now been successfully implemented and there
are no outstanding matters to be dealt with.

Midrand
27 August 2012

Designated Advisor:   PSG Capital Proprietary Limited

Date: 27/08/2012 05:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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