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MAPPSG - MAPPS Growth - Initial offer for participatory interests in MAPPS
Growth
NEWFUNDS MAPPS GROWTH ETF PORTFOLIO
Share code: MAPPSG
ISIN: ZAE000153763
("MAPPS GRO", "MAPPS GROWTH" or "the ETF")
A Portfolio in the NewFunds Collective Investment Scheme in Securities
registered as such in terms of the Collective Investment Schemes Control Act, 45
of 2002
INITIAL OFFER FOR PARTICIPATORY INTERESTS IN MAPPS GROWTH ("MAPPS GROWTH
SECURITIES"), REFERENCING SWIX 40 INDEX (75%), GOVI INDEX (10%), ILBI INDEX
(10%) AND ASSETS IN LIQUID FORM (5%), TO BE LISTED ON THE MAIN BOARD OF THE JSE
LIMITED ("JSE") IN THE "EXCHANGE TRADED FUNDS" SECTOR
This announcement is issued in compliance with the Listings Requirements of the
JSE for information purposes only. The information set out below has been
extracted from a portfolio supplement issued on 28 April 2011, as read with the
NewFunds Offering Circular and Prelisting statement issued on 3 September 2007
(together, the "offering circulars") which are available as set out below.
1. INTRODUCTION
MAPPS GROWTH is a new exchange traded fund forming part of the NewFunds stable
and originated by Absa Capital, a division of Absa Bank Limited ("Absa"). The
MAPPS GROWTH ETF is to be listed in the Exchange Traded Fund Sector of the Main
Board on the JSE on 25 May 2011.
MAPPS GROWTH securities will track the price and yield performance of the SWIX
40 Index (75%, the GOVI Index(10%, the ILBI Index and assets in liquid form
(5%).
The MAPPS GROWTH Index is calculated by RisCura Solutions (Proprietary) Limited.
2. THE INITIAL OFFER
The publication, issue and/or distribution of this Applicable Portfolio
Supplement and/or this announcement(as read with the Offering Circular) does not
constitute an offer where the Initial Offer may be illegal or may fail to
conform to the laws of a particular jurisdiction.
To the extent that this Applicable Portfolio Supplement and or this announcement
may be sent to or distributed in any such jurisdiction, it is provided for
information purposes only and no person situated in such jurisdiction may accept
the Initial Offer. No such person wishing to accept the Initial Offer may use
the mail of any such jurisdiction, or any means, instrumentality or facility in
any such jurisdiction for any purpose, directly or indirectly, relating to the
Initial Offer. It shall be the responsibility of any person resident in a
jurisdiction outside the RSA to inform himself about, and to observe, any
applicable legal requirement in the relevant jurisdiction.
Offer Structure
The Initial Offer comprises an offer of Participatory Interests in the MAPPS
GROWTH Portfolio at the Offer
There is no maximum number of MAPPS GROWTH Participatory Interests which may be
issued in terms of the Initial Offer. In addition there is no minimum number of
MAPPS GROWTH Participatory Interests which may be issued in terms of the Initial
Offer.
Offer Price
The Offer Price of each Participatory Interest will be the net asset value per
MAPPS GROWTH Participatory Interests on the Business Day immediately preceding
the Listing Date, which will in turn, equate to approximately 1/1 000th of the
average Index Level during the Ramp-Up Period and will be determined on the
following basis:
- the Offer Price for each Participatory Interest will
be exclusive of any taxes, costs or fees payable in
respect thereof and, such Offer Price is payable in
full, in ZAR, without any deduction or set-off at the
time an application for Participatory Interests is
submitted; and
- the Offer Price may be discharged either in cash or in
specie (i.e. by delivery of one or more Baskets).
Please note that no late applications will be accepted
Applications in respect of the Initial Offer
Applications for Participatory Interests must be based on the total monetary
amount the Applicant wishes to invest in Participatory Interests and not on a
specific number of Participatory Interests. By making an application to acquire
a Participatory Interest, an Applicant will be deemed to have offered to acquire
the maximum number of Participatory Interests that may be applied for with the
relevant amount specified in such Application. All applications in respect of
the Initial Offer will be made on the terms and conditions set out in the
Offering Circular as read with this Applicable Portfolio Supplement (together
with all annexures to such Offering Circular and this Applicable Portfolio
Supplement).
Applications may only be made for Participatory Interests in Dematerialised form
and Applicants may be called upon for evidence of their authority or capacity to
apply for Participatory Interests. A Controlled Client should contact its broker
or the Participating Broker who will, on behalf of such Controlled Client, make
the Application with its nominated CSDP. Any Non-controlled Client should
contact its nominated CSDP who will make the Application with NewFunds` CSDP.
All payments in respect of Cash Subscriptions should be arranged between the
Applicant and its relevant broker or CSDP. In relation to In Specie
Subscriptions, qualifying Applicants should deliver the relevant Basket of
Constituent Securities to the Trustee, following consultation with the Manager,
whose contact details are set out on page 19 of this Applicable Portfolio
Supplement.
Investors should be aware that (unless agreed otherwise with the Manager) the
applicable Creation Fee and other trading, statutory, custody and brokerage
costs, fees and applicable taxes (if any) will be deducted from any payment
accompanying their Applications (in respect of Cash Subscriptions) and
accordingly, the net amount will be invested in Participatory Interests.
Investors applying in specie will be required to pay the applicable Creation Fee
in cash.
Applications may be accepted in whole or in part. If no part of an Application
is accepted, all of the Constituent Securities deposited and/or money paid on
application will be returned without interest. If an Application in respect of a
Cash Subscription is accepted in part only, the balance of the money paid on
application will be returned either by electronic funds transfer or by ordinary
post without interest to the Applicant. In the case of In Specie Subscriptions,
upon acceptance of an Application in whole or in part the Manager or the
relevant CSDP will notify the Applicant of same and will give details of the
exact number of each
of the Constituent Securities which the Investor is required to deliver in order
to be issued with the
MAPPS GROWTH Participatory Interests to be allotted to that Applicant. The
Applicant will be required
to instruct its CSDP to register the relevant Constituent Securities in the name
of the Trustee on the Closing Date of the Initial Offer for settlement five
Trading Days later. MAPPS GROWTH Participatory Interests will not be issued in
the case of In Specie Subscriptions unless the Manager is satisfied that the
relevant Basket of Constituent Securities has been transferred into the name of
the Trustee and the relevant Creation Fee and Specified Cash Amount received or,
in the case of Cash Subscriptions that the requisite cash amount has been
received. MAPPS GROWTH Participatory Interests will be issued and registered in
the name of a successful Applicant on the Listing Date, provided that the
aforesaid requirements have been fulfilled. Applicants should be aware of a five
day settlement period applicable to Baskets of Constituent Securities.
Any person applying for or accepting an offer of Participatory Interests on
behalf of another, shall be deemed to have represented to the Manager that such
person is duly authorised to do so and warrants that it and the Investor for
whom it is acting as agent is duly authorised to do so in accordance with all
Applicable Laws and such person guarantees the payment of the Offer Price
(together with any tax thereon, fees and costs if applicable). The basis of
allocation of the Participatory Interests in the Initial Offer will be
determined by the Manager on an equitable basis after consultation with the
Trustee. Applicants may receive no Participatory Interests or fewer
Participatory Interests than envisaged by the Applicant when making Application.
The minimum application in the case of Cash Subscriptions is ZAR1 000 and in the
case of In Specie Subscriptions is one Basket and there is no maximum
application. All cash applications must be in multiples of ZAR1 000.
MAPP GROWTH securities will be issued in dematerialised form only on the terms
and subject to the conditions more fully described in the offering circulars,
the value of each of which will approximately equal 1/1 000th of the average
Index level.
Following the listing, securities holders may either trade their securities on
the JSE, redeem them for cash or, in respect of every one million MAPPS GROWTH
securities redeemed, sell them back to the Manager for one basket of constituent
securities.
3. SALIENT DATES AND TIMES AND FURTHER ANNOUNCEMENT
The initial offer will remain open from 09:00 on Thursday 28 April 2011 until
12:00 on Friday 13 May 2011 (the "official closing date"). (Prospective
investors should contact their broker or CSDP to ascertain the closing date
applicable to them as the cut-off times applied by the CSDPs and brokers will
occur earlier than the official closing date). Investors applying in specie
should note that the last day to deliver in order to ensure that baskets of
shares are received timeously, is Thursday, 19 May 2011.
Letters of Allocation will be issued in respect of cash subscriptions in the
name of successful applicants on Monday 16 May 2011 and will convert to MAPPS
GROWTH securities and be listed on the JSE at commencement of trading on 25 May
2011.
A further announcement containing the results of the initial offer including the
conversion ratio and issue price will be published on SENS in due course.
4. NOTICE
This announcement does not constitute an offer to sell or the solicitation of an
offer to buy any Participatory Interests in any jurisdiction to any person to
whom it is unlawful to make the offer or solicitation in such jurisdiction.
Neither the Manager nor any of the other professional advisors represents that
this announcement may be lawfully distributed, or that any Participatory
Interests may be lawfully offered, in compliance with any applicable
registration or other requirements in any such jurisdiction, or pursuant to an
exemption available thereunder, or assumes any responsibility for facilitating
any such distribution or offering. In particular, no action has been taken by
the Manager which would permit a public offering of any Participatory Interests
or distribution of this document in any jurisdiction where action for that
purpose is required. Accordingly, no Participatory Interests may be offered or
sold, directly or indirectly, and neither this Applicable Announcement nor any
advertisement or other offering material may be distributed or published in any
jurisdiction, except in compliance with any applicable laws and regulations and
the Manager has represented that all offers and sales by them will be made in
compliance with this prohibition. The distribution of this announcement and the
offer or sale of Participatory Interests may be restricted by law in certain
jurisdictions. Persons into whose possession this announcement or any
Participatory Interests come must inform themselves about, and observe, any such
restrictions. In particular there are restrictions on the distribution of this
announcement and the offer or sale of Participatory Interests in the United
States, the United Kingdom and the RSA.
The Participatory Interests have not been and will not be registered under the
United States Securities Act of 1933 (the "Securities Act"). Participatory
Interests may not be offered, sold or delivered within the United States or to
US persons except in accordance with regulations under the Securities Act.
Furthermore, persons who are not residents of the Common Monetary Area (being
the RSA, the Republic of Namibia, the Kingdom of Swaziland and the Kingdom of
Lesotho) may not invest in or acquire the Participatory Interests unless
specific approval is sought and obtained from the relevant South African
Exchange Control Authorities. on at any time trade or maintain a position in
them.
5. DIRECTORS, TRUSTEE AND REGISTERED OFFICE
The directors of the Manager are:
Director : Alan Jonathan Miller (Non-executive)
Address : 180 Commissioner Street
Johannesburg, 2001
Director : Andries Benjamin le Grange(Non-executive)
Address : 180 Commissioner Street
Johannesburg, 2001
The trustee of NewFunds, The Standard Bank of South Africa Limited, is located
at 9th Floor, Standard Bank Centre, 5 Simmonds Street, Johannesburg.
The registered office of the Manager is located at 7th Floor, Absa Towers West,
15 Troye Street, Johannesburg, 2001.
6. COPIES OF THE OFFERING CIRCULARS
Electronic Copies of the offering circulars, in English, may be obtained from
the website www.absacapitaletfs.com
7. SUBSCRIPTION CONDITIONS APPLICABLE TO THE INITIAL OFFER
The initial offer is subject to the conditions detailed in the offering
circulars and as summarised below:
- You cannot withdraw an application once submitted.
It will be irrevocable.
- All subscribers for MAPPS GROWTH securities must have a
valid account with a broking member of the JSE.
- Subscribers that do not have an account with a JSE
member can open an account with any broker on the
JSE. A list of brokers is available on the JSE
website at www.jse.co.za.
- Subscribers can also contact Absa Capital Securities
(Proprietary) Limited (telephone: (011) 895 6000),
which have been appointed as the participating brokers to assist first time
retail clients in opening an account.
.
- If a prospective investor is in any way unclear as to
the correct procedure to be followed, or the terms
and conditions applicable to subscriptions for MAPPS
GROWTH securities under the initial offer, the investor
is advised to contact his professional advisors,
alternatively to contact NewFunds directly on (011)
895 5517
- A controlled client should liaise with his broker,
which will subscribe via its nominated CSDP.
- A non-controlled client should liaise with its
nominated CSDP, which will in turn liaise with the
issuing agent, Absa Capital Investor Services, a
division of Absa Bank Limited.
- Investors should note that the cut-off times
applicable to the initial offer will vary depending
on the particular broker or CSDP.
Johannesburg
28 April 2011
Sponsor
J.P. Morgan Equities Limited
Originator
Absa Capital
a division of Absa Bank Limited
Date: 28/04/2011 17:31:01 Supplied by www.sharenet.co.za
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