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Restructure of HCI’s interest in Golden Arrow Bus Service Proprietary Limited
HOSKEN CONSOLIDATED INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1973/007111/06)
(Share code: HCI ISIN: ZAE000003257)
(“HCI”)
RESTRUCTURE OF HCI’s INTEREST IN GOLDEN ARROW BUS SERVICE
PROPRIETARY LIMITED
1. OVERVIEW
1.1. Shareholders are hereby advised that HCI, Niveus Investments Limited (“Niveus”),
La Concorde Holdings Limited (“La Concorde”), a subsidiary of Niveus in which
Niveus holds a 57.83% interest, and Niveus Invest 17 Proprietary Limited (“Newco”),
a wholly-owned subsidiary of La Concorde, have entered into a binding
memorandum of agreement in terms which it was agreed that Newco will acquire
100% of the issued share capital of Hosken Passenger Logistics and Rail Proprietary
Limited (“HPLR”), a company that will own 100% of the issue share capital of Golden
Arrow Bus Services Proprietary Limited (“GABS”), from HCI, in exchange for issuing
shares in Newco to HCI (“GABS Acquisition”).
1.2. HPLR will be acquired by Newco for a purchase consideration of approximately R1,8
billion, which will result in HCI being issued with approximately 60% of issued share
capital of Newco (“Consideration Shares”) and La Concorde retaining an interest of
approximately 40% of the issued share capital of Newco.
1.3. Post the implementation of the GABS Acquisition it is intended that a dividend of up
to R1,2 billion will be declared by Newco to its shareholders.
1.4. HCI is a “material shareholder” of Niveus, as it holds 52.28% of the total issued
shares of Niveus. Accordingly, the GABS Acquisition will constitute a related party
transaction by Niveus, which requires the approval of its shareholders. HCI
shareholders are therefore referred to the detailed announcement released on SENS
by Niveus for further information.
2. GABS BUSINESS
GABS is the major public transport bus service operator for the Cape Metropole, providing
commuter bus services throughout a large part of the City of Cape Town. It is the only
scheduled passenger transport operator in the Cape Metropole with Road Transport
Management System accreditation and the largest bus fleet in South Africa to achieve the
accreditation. GABS has been providing scheduled passenger services in Cape Town for
over 155 years. It operates approximately 1046 buses during peak hours, serving 1300
routes and covering a total area of approximately 2460 Km². The fleet travels 59.4 million
kilometers, conveying 51.8 million passengers, annually.
3. CONDITIONS PRECEDENT
The transaction is subject to a number of conditions precedent and regulatory approvals,
including a due diligence by Newco. Shareholders are referred to the detailed SENS
announcement by Niveus for further information on the significant terms of the transaction.
4. CATEGORISATION
The transaction does not meet the threshold for categorisation in terms of the JSE Listings
Requirements and accordingly this is a voluntary announcement.
Cape Town
14 September 2017
Financial advisor and Sponsor
Investec Bank Limited
Legal advisor
Edward Nathan Sonnenbergs Inc.
Date: 14/09/2017 04:15:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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