KAP INDUSTRIAL HOLDINGS LIMITED - Results of KAP Claw-back Offer

Results of KAP Claw-back Offer

KAP Industrial Holdings Limited
(Incorporated in the Republic of South Africa)
Registration number: 1978/000181/06
Share Code: KAP
ISIN: ZAE0000171963
(“KAP” or “the Company”)


RESULTS OF KAP CLAW-BACK OFFER

1.    INTRODUCTION

      Shareholders are referred to the announcements released by the Company on SENS
      on 31 October 2016 and 17 November 2016 and to the circular dated 22 November
      2016 relating to the renounceable claw-back offer to raise R1.5 billon, before
      expenses (“Claw-back Offer”). In terms of the Claw-back Offer, KAP offered
      197 368 421 ordinary shares (“Claw-back Shares”) to KAP shareholders at a
      subscription price equal to the volume weighted average trading price of the
      Company on 28 October 2016, being R7.60 per Claw-back Share, in the ratio of
      8.07368 Claw-back Shares for every 100 ordinary shares held on the record date
      of Friday, 25 November 2016 (“Entitlement”). Ainsley Holdings Proprietary
      Limited, a wholly-owned subsidiary of Steinhoff International Holdings N.V.,
      Allan Gray Proprietary Limited (in its capacity as investment manager and agent
      for and on behalf of its clients) and Public Investment Corporation SOC Limited
      (“the Subscribers”) undertook to fully subscribe for the Claw-back Shares for
      a total consideration amount of R1.5 billion, in proportion to their existing
      holdings in KAP.

2.    RESULTS OF THE CLAW BACK OFFER

      The Claw-back Offer closed on Friday, 9 December 2016.

      KAP is pleased to announce that shareholders subscribed for a total of
      180 640 465 Claw-back Shares, constituting 91.5% of the Claw-back Shares, at
      a subscription price of R7.60 per Claw-back Share. The balance of 16 727 956
      Claw-back Shares, constituting 8.5% of the Claw-back Shares not applied for
      by shareholders, will be credited to the Subscribers’ Central Securities
      Depository Participant (“CSDP”) accounts.

      The Claw-back Offer did not include the right for shareholders to apply for
      excess Claw-back Shares.

      Following the finalisation of the Claw-back Offer, the Subscribers collectively
      hold 1 931 933 336 KAP ordinary shares, representing 73.1% of KAP’s issued share
      capital.

3.    ISSUE OF CLAW-BACK SHARES

      Share certificates are being posted to holders of certificated shares who have
      accepted their Entitlement today, Monday, 12 December 2016.

      The CSDP or broker accounts of holders of dematerialised shares, who have
      accepted their Entitlement, will be credited with the Claw-back Shares and
      debited with any payments due on Monday, 12 December 2016.

12 December 2016
Stellenbosch

Transaction Advisor and Sponsor to KAP
PSG Capital Proprietary Limited

Date: 12/12/2016 05:00:00 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.