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Ballot Voting of Amendment of AMIRE ETF Into Participatory Units In The Cloud Atlas S&P African Sovereign Bond ETF
Cloud Atlas (RF) Proprietary Limited
The Cloud Atlas Collective Investment Scheme in Securities
AMI Real Estate ex-SA ETF
JSE code: AMIRE
ISIN: ZAE000254595
(“AMIRE ETF”) 0835465418
A portfolio in the Cloud Atlas Collective Investment Scheme in Securities, registered as such in terms
of the Collective Investment Schemes Control Act, 45 of 2002.
BALLOT VOTING PROCEDURE IN RESPECT OF THE AMENDMENT OF THE AMI REAL ESTATE EX-SA ETF
INTO PARTICIPATORY UNITS IN THE CLOUD ATLAS S&P AFRICAN SOVEREIGN BOND ETF
The information as it appears below has been extracted from the Cloud Atlas Team, the Third
Supplement to the CA CISIS Programme Memorandum and the Ballot Letter of the Proposed
Amendment of the AMI Real Estate Ex-SA ETF and utilises the terms and definitions contained therein.
1. Background
Cloud Atlas Collective Investment Scheme proposes to holders of the AMI Real Estate ex-SA ETF (‘old
fund’) the conversion of the participatory units in the ETF to the Cloud Atlas S&P African Sovereign
Bond ETF (‘new fund’) of CA CISIS, which tracks the S&P Africa Hard Currency Sovereign Bond Select
Index) via Ballot.
Cloud Atlas has the notion of providing investors with exposure to the opportunity presented by Pan
African markets, which at times may be hard to access. In doing so, Cloud Atlas sought to amend
existing AMI Real Estate ex-SA ETF to be better suited to investors in provision of the Pan African
investment opportunity, by presenting a fund which has more liquidity, a larger market value size, no
local currency risk and tracks paper issued by Sovereign Governments.
The outbreak of Covid-19 has echoed the need for investors to re-assess the approach to investing
and the property sector was one of the hardest hit sectors further exacerbated by historically
subdued returns. In doing so, Cloud Atlas seeks to introduce investors to another asset class with the
same Pan African exposure but with an amended investment philosophy. These proposed changes
will eliminate some of the risk encountered when investing in multiple African markets while still
providing investors with exposure to low risk, predictable income and liquid listed securities.
In the approach to the amendment of the AMI Real Estate ex-SA portfolio, Cloud Atlas considered
experience with the Big50 and trading in Africa on a custom index Therefore, it is more prudent to
strike a partnership with a reputable index house, being S&P, to develop a Select index which tracks
African hard currency bonds while giving investors peace of mind.
2. Overview of Index Construction
The S&P Africa Sovereign Bond Indices track the market-value weighted performance of sovereign
bonds from 13 countries within Africa. There are two main indices: The S&P Africa Sovereign Bond
Index and the S&P Africa Hard Currency Sovereign Bond Index. Certain capped indices are also
available which limit the weight of an individual country.
The S&P Hard Currency African Sovereign Bond Select Index is comprised of bonds issued by African
Sovereign Governments denominated in Euros, Japanese Yen, and U.S. Dollars from the African
countries with a credit rating above B-, currently: Egypt, Ghana, Kenya, Morocco, Namibia, Nigeria,
and South Africa.
The index is a sub-index of the S&P Africa Hard Currency Sovereign 1+ Year Bond Index with the goal
of selecting tradable, high income securities. Constituents must have a maturity of at least one year
from the rebalancing reference date and be rated B- or above from all of S&P Global Ratings (SPGR),
Moody’s, and Fitch.
The changes to the Portfolio are summarised as follows:
Cloud Atlas AMI Real Estate ex- Cloud Atlas S&P African Sovereign
SA ETF Bond ETF
Risk level Low - Medium Low
Geographic exposure Africa ex-SA Pan African (including South African)
Countries Egypt, Mauritius, Morocco, Egypt, Ghana, Kenya, Morocco,
Namibia Nigeria, South Africa
Security type Property and development Government guaranteed bonds
Income profile Dividends Fixed coupons
(Not mandated as with a REIT) (Annual and semi-annual)
Investment term Long-term Across short, medium and long term
Currency risk High - Local currency None - Hard currency (US Dollar
Bonds)
Trading exchanges Local bourse London, Luxembourg and New York
Security issuer Public companies Sovereign Governments/Central
Banks
TCF Six pillar approach Six pillar approach remains however
given that the underlying trade in
higher sizes investors the amount of
cash required to by an ETF increases
Pricing 850 divisor of index level roughly 0.95/1.00 divisor of the index level
R 30 per ETF roughly R150 (~U$10) per ETF
ISIN ZAE000254595 ZAE000297354
Ticker AMIRE ASBI
3. Balloting of Investors
There will be a fractionalisation of existing holdings to Cloud Atlas S&P African Sovereign Bond ETF,
where 1 unit of Cloud Atlas AMI Real Estate ex-SA ETF will be a fraction of the Cloud Atlas S&P African
Sovereign Bond ETF and the units will be rounded up or rounded down accordingly when necessary.
The Mangers will inject funds for holders with end up with less than 1 unit of Cloud Atlas S&P African
Sovereign Bond ETF. As at the last practicable date the amount of money expected to be injected by
the Managers in the regard is R20,000, 00.
The ballot affords investors an opportunity to vote in favour of, or against the proposed amendment.
The investors who hold issued participatory interests will have the number of participatory interests
converted at a fractional rate which will be published in the results announcement to be release on
Thursday, 24 June 2021, the details relating to the listing mainly: trading ISIN and Ticker will also be
amended. The amended participatory interests will be equal in market/monetary value to the
participatory interests held before the amendment.
The rights of investors are firmly entrenched in the Collective Investment Schemes Control Act and the
Section 59 of the Scheme Deed summarised below. The Authority of Collective Investment Schemes
requires that:
• Investors, holding no less than 25 % in value of the total number of participatory interests must
respond in writing in a ballot conducted by the Manager.
• Where the amendment affects more than one or all the portfolios in the scheme, Investors
holding no less than 25 %, must respond in writing. The amendment must be consented to by
Investors holding a majority in value of the participatory interests held by the Investors who
have responded.
• If less than 25 % of Investors of the total number of participatory interests respond, a second
ballot will be conducted. In this ballot Investors holding a majority in value of the participatory
Interests held by the Investors who have responded, must consent to the amendment.
• All Registered Investors are not obliged but may vote in the case of a ballot in respect of each
participatory interest held.
• Only ballot papers which are received by the Manager within thirty business days after dispatch
to Investors may be taken into account and be regarded as valid.
4. Approval and Commencements
Approval for the Amendments was granted by the JSE on Thursday, 15 April 2021.
Subject to the ballot voting procedure being successful, the Amendments will be with effective from
commencement of business on Wednesday, 23 June 2021. Copies of the Cloud Atlas S&P African
Sovereign Bond ETF Supplement, in English, may be obtained on the website:
www.cloudatlasinvesting.com.
Salient dates in respect of the Amendments are set out below:
Date
Record date of eligible investors to participate in the ballot Friday, 9 April 2021
Issuance of SENS on amendments and ballot letter at 09:00 on: Thursday, 15 April 2021
Publication of the listing Supplemental for the new ASBI fund Thursday, 15 April 2021
Last day for eligible investors to respond by vote on ballot: in- Wednesday, 26 May 2021
favour-of/against/abstain the proposed amendments.
Publication of SENS announcement on the results of ballot Wednesday, 2 June 2021
Finalisation announcement Wednesday, 9 June 2021
Fraction announcement on SENS by 11:00: Thursday, 10 June 2021
Last day to trade participatory interests in the existing fund AMIRE Tuesday, 22 June 2021
ISIN ZAE000254595
Suspension of trading of the existing AMIRE fund Wednesday, 23 June 2021
List and Trading in the new fund ASBI ISIN ZAE000297354 Wednesday, 23 June 2021
Record date of dematerialised security holders updated at CSDPs Friday, 25 June 2021
or Brokers:
Accounts of dematerialised securities holders of the new fund Monday, 28 June 2021
ASBI ISIN ZAE000297354 updated at their CSDPs or brokers
Termination of the listing of the existing fund AMIRE ISIN Tuesday, 29 June 2021
ZAE000254595
6. Notices
The participatory units being issued pursuant to this Supplement are not eligible for sale in any other
jurisdiction in which trading in the participatory units would be illegal. The participatory units have
not been, and will not be, registered under the U.S. Securities Act of 1933, as amended, and trading in
the participatory units has not been approved by the U.S. Commodity Futures Trading Commission
under the U.S. Commodity Exchange Act. The participatory units may not be offered, sold or delivered
within the United States or to U.S. persons, nor may any U.S. person at any time trade or maintain a
position in the participatory units.
15 April 2021
Sponsors
Vunani Sponsors
Date: 15-04-2021 04:21:00
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