Proposed disposal of shareholdings in certain assets in SIL’s African Portfolio
SUN INTERNATIONAL LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1967/007528/06)
Share code: SUI
ISIN: ZAE000097580
(“SIL”)
PROPOSED DISPOSAL OF SHAREHOLDINGS IN CERTAIN ASSETS IN SIL’s AFRICAN PORTFOLIO
1. Introduction
Shareholders are advised that agreements have been entered into between subsidiaries of each of SIL
and Minor International Public Company Limited ("MINT") whereby SIL will dispose of its remaining
minority interests in the various entities which own and operate casino, hotel and resort properties in
Zambia, Botswana, Namibia, Lesotho and Swaziland (the “African Portfolio”) to MINT (the “Proposed
Transaction").
The Proposed Transaction follows on from SIL’s disposal of a significant portion of its interests in these
assets to MINT in 2014. As the remaining interests held by SIL are not strategic and represent a minority
shareholding in the various assets, save for the Zambian entity, in which SIL holds 50%, SIL has agreed to
dispose of these interests to MINT. The sale proceeds of approximately R394 million from the Proposed
Transaction will be used to reduce group debt.
2. Conditions Precedent
Each of the transactions in the various jurisdictions is conditional on applicable regulatory approvals
and will be implemented as these approvals are obtained. The closing date of each of the
transactions will be the last day of the month in which that transaction becomes unconditional,
provided that, if the agreement becomes unconditional within 3 business days of the last day of the
month, the closing date will be the last day of the immediately following month.
3. Financial Effects of the Proposed Transaction
For the six month period ended 31 December 2015, the African Portfolio reported a net profit of
R72 million of which R19.4 million was attributable to SIL. The African Portfolio had net assets of R681
million at this date and SIL’s interest in these assets was R291.9 million.
4. Categorisation
The Proposed Transaction constitutes a Category 2 transaction in terms of Section 9 of the JSE Limited
Listings Requirements.
5. Further Announcements
Further announcements will be made on the Stock Exchange News Service when the conditions
precedent to the Proposed Transaction have been fulfilled or waived, as the case may be.
6. Conclusion
As part of the Proposed Transaction, SIL and MINT have agreed to cooperate on post-transaction
handover and support on the gaming operations, and have reaffirmed their mutual interest in working
together on future partnership opportunities.
Subsequent to implementation of the Proposed Transaction, the only African operation in which SIL will
have an interest (excluding its South African operations) is its investment in the Tourist Company of
Nigeria, the owner of the Federal Palace, Lagos, Nigeria. A number of challenges currently face this
property, making a determination of long term strategy, and implementation thereof, problematic. All
options are being explored in relation to this investment.
Sandton
9 May 2016
Legal Advisor
Cliffe Dekker Hofmeyr
Competition Law Advisor
Baker & McKenzie
Sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)
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