Wrap Text
Finalisation announcement of the Sun International partially underwritten renounceable rights offer
Sun International Limited
(Incorporated in the Republic of South Africa)
(Registration number 1967/007528/06)
Share code: SUI & ISIN code: ZAE000097580
LEI: 378900835F180983C60
(“Sun International” or the “Company”)
NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN OR ANY OTHER JURISDICTION WHERE EXTENSION
OR MAKING THE RIGHTS ISSUE WOULD BE UNLAWFUL OR IN CONTRAVENTION OF APPLICABLE LAW. THIS
ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM AN OFFER OF SECURITIES IN THE UNITED STATES
OR ANY OTHER JURISDICTION
FINALISATION ANNOUNCEMENT OF THE SUN INTERNATIONAL PARTIALLY UNDERWRITTEN
RENOUNCEABLE RIGHTS OFFER
Sun International shareholders (“Shareholders”) are referred to the declaration announcement released on the Stock
Exchange News Service (“SENS”) of the JSE Limited (“JSE”) on Tuesday, 14 July 2020 wherein Shareholders were
advised of Sun International’s intention to raise an amount not exceeding R1.2 billion by way of a partially underwritten
renounceable rights offer (“Rights Offer”) of 127 174 696 Sun International shares (“Rights Offer Shares”) at a price
of R9.44 per Rights Offer Share, in the ratio of 93.01 Rights Offer Shares for every 100 existing Sun International
ordinary shares held on the record date for the Rights Offer, being Friday, 24 July 2020.
Shareholders are advised that the Company has now received all necessary Shareholder and board approvals and
accordingly the Rights Offer and underwriting agreement have become unconditional.
The salient dates and times of the Rights Offer will be the same as those published in the declaration announcement
released on SENS on Tuesday, 14 July 2020.
Shareholders may commence trading the Rights Offer Shares on Wednesday, 5 August 2020 and trading the letters of
allocation in respect of the Rights Offer Shares (“Letters of Allocation”) on the securities exchange operated by the
JSE on Wednesday, 22 July 2020.
Further details regarding the Rights Offer will be set out in the Rights Offer circular which is expected to be distributed
to certificated Shareholders on Thursday, 23 July 2020 and to dematerialised Shareholders on Tuesday, 28 July 2020.
The Rights Offer circular will be made available on the Company’s website (www.suninternational.com/investors) from
Monday, 20 July 2020.
Johannesburg
16 July 2020
Financial Advisor and Sponsor
Investec Bank Limited
South African Legal Advisor
Cliffe Dekker Hofmeyr Incorporated
International Legal Advisor
Cravath, Swaine & Moore LLP (as to US law)
Underwriters
Value Capital Partners Proprietary Limited
Steyn Capital Management Proprietary Limited
Legal Advisor to the Underwriters
DLA Piper Advisory Services Proprietary Limited
Disclaimer
The Letters of Allocation and the Rights Offer Shares will not be registered with the United States Securities and
Exchange Commission (“SEC”) under the United States Securities Act of 1933, as amended, (“U.S. Securities Act”)
or under any securities laws of any state or other jurisdiction of the United States and may not be offered, sold, taken
up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within the United States except pursuant
to an applicable exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities
Act and applicable state and other securities laws of the United States. There will be no public offer of the Letters of
Allocation or the Rights Offer Shares in the United States. Neither the SEC nor any United States federal or state
securities commission has registered, approved or disapproved the Letters of Allocation, the Rights Offer Shares or
the Rights Offer circular or passed comment or opinion upon the accuracy or adequacy of this announcement. Any
representation to the contrary is a criminal offence in the United States.
In member states of the European Economic Area (“EEA”) and the United Kingdom (each, a “Relevant State”), this
announcement and any offer if made subsequently is directed exclusively at persons who are ‘qualified investors’ within
the meaning of the Prospectus Regulation. For these purposes, the expression ‘Prospectus Regulation’ means
Regulation (EU) 2017/1129.
In the United Kingdom this announcement is only being distributed and communicated to and any investment or
investment activity to which this announcement relates is available only to, and will be engaged in only with, Qualified
Investors (i) having professional experience in matters relating to investments who fall within the definition of
“investment professionals” in Article 19(5) of the UK Financial Services and Markets Act 2000 (Financial Promotion)
Order 2005 (the “Order”); or (ii) who are high net worth entities falling within Article 49(2)(a) to (d) of the Order, (all
such persons together being referred to as “Relevant Persons”). Persons who are not Relevant Persons should not
take any action on the basis of this announcement and should not act or rely on it.
Date: 16-07-2020 12:40:00
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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