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REI / CFR - Reinet / Compagnie Financiere Richemont - Revised Timetable

Release Date: 05/11/2008 14:24
Code(s): CFR REI
Wrap Text

REI / CFR - Reinet / Compagnie Financiere Richemont - Revised Timetable For Rights Issue Reinet Investments S.C.A. Compagnie Financiere Richemont Depositary Recepits SA Depositary Receipts issued by Richemont Securities AG issued by Richemont Securities (Incorporated in Switzerland) AG ISIN: CH0045793657 (Incorporated in Switzerland) Depositary Receipt Code: REI ISIN: CH0045159024 Depositary Receipt Code: CFR REVISED TIMETABLE FOR RIGHTS ISSUE Further to the announcement of 4 November 2008 that the Board of Reinet Investments Manager SA has decided to postpone the pricing and launch of the planned rights issue by one week, the purpose of this announcement is to provide information on the revised timetable of the issue. Revised timetables in respect of the issue of warrants to subscribe for additional Reinet shares and South African warrant receipts are set out in Appendices 1 and 2 to this announcement respectively. The revised timetables amend and replace the provisional dates previously published in an announcement by Reinet and Compagnie Financiere Richemont SA on 24 October 2008 and in the prospectus published by Reinet on 10 October 2008. Further information: Mr Alan Grieve Chief Financial Officer Reinet Investments SCA Tel: +41 22 721 3507 5 NOVEMBER 2008 Sponsor RAND MERCHANT BANK (a division of FirstRand Bank Limited) Limitations of this announcement This announcement is not intended for distribution to, or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to local law or regulations. This announcement does not constitute nor does it form part of any offer or invitation to buy, sell, exchange or otherwise dispose of, or issue, or any solicitation of any offer to sell or issue, exchange or otherwise dispose of, buy or subscribe for, any securities, nor does it constitute investment, legal, tax, accountancy or other advice or a recommendation with respect to such securities, nor does it constitute the solicitation of any vote or approval in any jurisdiction, nor shall there be any offer or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the applicable securities laws of any such jurisdiction (or under exemption from such requirements). In particular, the information contained herein does not constitute an offer of securities for sale in the United States. None of the securities described or directly or indirectly referred to in this announcement have been and nor will they be registered under the US Securities Act of 1933, as amended (the "Securities Act"). Such securities may not be offered or sold in the United States or to, or for the account or benefit of, US persons (as such terms are defined in Regulation S under the Securities Act) unless registered under the Securities Act or pursuant to an exemption from such registration. If and to the extent that any such securities may be deemed to be offered or sold as a result of the transactions described in this announcement, such securities are being offered and sold only to persons in offshore transactions outside the United States in accordance with Regulation S under the Securities Act. This announcement has not been and may not be disseminated or distributed by any person in the United States or to US persons. Neither Reinet Investments SCA nor Reinet Fund SCA, FIS have been approved by the Swiss Federal Banking Commission as a foreign collective investment scheme pursuant to Article 120 of the Swiss Collective Investment Schemes Act of 23 June 2006. Appendix 1 Detailed settlement timetable for Reinet rights issue Although the clearing and settlement systems have agreed to certain procedures to facilitate the settlement of the transactions described below and the trading of the relevant securities among their participants, they are under no obligation to perform or to continue to perform these procedures, and these procedures may be discontinued at any time. None of Reinet or any of its respective affiliates or agents will have any responsibility for the performance by the clearing and settlement systems or their respective participants of their obligations under the rules and procedures governing their operations. For the avoidance of doubt, in light of the decision to postpone the pricing and launch of the planned rights issue by one week, contrary to what was announced on 24 October 2008 and in the timetable included in the prospectus published by Reinet on 10 October 2008, there will be no blocking of the conversion of Reinet Shares into Reinet DRs (and vice versa) on Thursday 6 November 2008 and Friday 7 November 2008. 2008 Conversion of Reinet shares into Reinet DRs Thursday 13 November and Reinet DRs into Reinet shares blocked. and Friday 14 Exchange request forms must be lodged by November 13h00 CET on Wednesday, 12 November 2008 Publication of the rights offering Friday 14 November prospectus Record date for Reinet shareholders with Friday 14 November respect to warrants entitlement Warrants commence trading on the Luxembourg Monday 17 November Stock Exchange First day of warrants exercise period Monday 17 November Conversion of warrants into warrant receipts Thursday 4 December and warrant receipts into warrants blocked from Last day to trade warrants on the Luxembourg Friday 5 December Stock Exchange Last practicable day of warrants exercise Wednesday 10 December period in respect of dematerialised warrants Last day of warrants exercise period Friday 12 December Auction of unexercised warrants on the Monday 15 December Luxembourg Stock Exchange BAT Shares in respect of rights bought at Tuesday 16 December the auction to have been received by the Company by (See Note 1) Settlement date for new Reinet shares Wednesday 17 December Notes: 1. If BAT Shares have not been delivered in respect of the rights exercised under the terms of the Warrant Auction by 3 p.m. Central European Time on Tuesday 16 December, the subscription rights representing such warrants shall pass to the underwriters. The purchaser of such rights at the warrant auction shall still be liable to pay the price due for having purchased such rights at the warrant auction. 2. The timetable above and the dates shown elsewhere in this announcement may be subject to change as a result of events outside Reinet`s control which may delay or affect the timing of certain events. Reinet will issue a public notice in the event that any change is made to the above timetable. Appendix 2
Detailed settlement timetable for dealings in Reinet warrant receipts in South Africa Although the clearing and settlement systems have agreed to certain procedures to facilitate the settlement of the transactions described below and the trading of the relevant securities among their participants, they are under no obligation to perform or to continue to perform these procedures, and these procedures may be discontinued at any time. None of Reinet or any of its respective affiliates or agents will have any responsibility for the performance by the clearing and settlement systems or their respective participants of their obligations under the rules and procedures governing their operations. Capitalised and settlement terms used in this timetable will have the same meaning as those contained in the document called "Supplementary Pre-Listing Information Document on Reinet Investments SCA", dated 10 October 2008. For the avoidance of doubt, in light of the decision to postpone the pricing and launch of the planned rights issue by one week, contrary to what was announced on 24 October 2008 and in the timetable included in the prospectus published by Reinet on 10 October 2008, there will be no blocking of the conversion of Reinet Shares into Reinet DRs (and vice versa) on Thursday 6 November 2008 and Friday 7 November 2008. 2008 Conversion of Reinet shares into Reinet DRs Thursday 13 November and Reinet DRs into Reinet shares blocked. and Friday 14 November Exchange request forms must be lodged by 13h00 CET on Wednesday, 12 November 2008 Publication of the rights offering Friday 14 November prospectus on or about Last day to trade in Reinet DRs on the JSE Friday 14 November to be eligible for the rights offering proposed by Reinet First day of the warrant receipts exercise Monday 17 November period Warrant receipts listed and commence trading Monday 17 November on the JSE Record date on the JSE to be eligible for Friday 21 November the rights offering Forms of instruction in respect of warrant Monday 24 November receipts posted to certificated warrant receipt holders only on Conversion of warrants into warrant receipts Thursday 4 December and warrant receipts into warrants blocked from Last day to trade in warrant receipts on the Friday 5 December JSE on Last practicable day for the exercise of Wednesday 10 December warrant receipts by dematerialised warrant receipt holders (See Note 3) Last day for the exercise of warrant Friday 12 December receipts by certificated warrant receipt holders by 11.00 (SAST) Record date on the JSE for the rights Friday 12 December offering and closing of the rights offering on the JSE Auction of unexercised warrants on the Monday 15 December Luxembourg Stock Exchange (see Note 1) BAT Shares in respect of rights bought at Tuesday 16 December Warrant Auction to have been received by the Company by (see Note 1) Commencement of trading of the new Reinet Wednesday 17 December DRs on the JSE to be issued pursuant to the Rights Offering Dematerialised Reinet DR holders accounts Wednesday 24 December with their broker or CSDP updated with new Reinet DRs on Certificates in respect of the Reinet DRs, Wednesday 24 December new Reinet DRs to be issued pursuant to the exercise of warrant receipts and BAT shares will be posted to those certificated former Richemont DR holders who have surrendered their Richemont DR certificates to the depositary agent on or about Notes 1. South African parties who wish to participate in the Warrant Auction in Luxembourg are advised that if their BAT Shares have not been delivered in respect of the rights exercised under the terms of the Warrant Auction by 3 p.m. Central European Time on Tuesday 16 December, the subscription rights representing such warrants shall pass to the underwriters. The purchaser of such rights at the warrant auction shall still be liable to pay the price due for having purchased such rights at the warrant auction. Please also note that Tuesday 16 December is a public holiday in South Africa. 2. Computershare Investor Services (Proprietary) Limited ("Transfer Secretaries"), the South African transfer secretaries have withheld the certificates in respect of BAT shares to which a certificated Reinet DR holder was entitled pursuant to the reduction of capital of Reinet to facilitate the rights offering proposed by Reinet. To the extent that a certificated warrant receipts holder wishes to exercise his or her warrant receipts, it must instruct the Transfer Secretaries to deliver the correct number of BAT share certificates to the warrant depositary agent by returning a completed form of instruction in respect of warrant receipts to the Transfer Secretaries by 11:00 am on Friday 12 December 2008 3. Dematerialised warrant receipt holders are advised that, in terms of standard market practice, dematerialised warrant receipt Holders must instruct their CSDP or broker to exercise their warrant receipts by the cut-off time requested by their CSDP or broker in accordance with the custody agreement entered into between them. Certificated warrant receipt holders may exercise their warrant receipts in accordance with their terms by 11:00 (SAST) on Friday 12 December 2008. 4. These dates and times are subject to change. Any material change will be released on SENS. Compagnie Financiere Richemont SA Reinet Investments SCA 50 chemin de la Chenaie 35 boulevard Prince Henri 1293 Bellevue, Geneva L 1724 Luxembourg Switzerland Luxembourg
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