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ALERT STEEL HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number 2003/005144/06) JSE code: AET ISIN: ZAE000092847 (Alert Steel or the Company) RIGHTS OFFER RESULTS ANNOUNCEMENT
Shareholders of Alert Steel (Shareholders) are referred to the SENS announcements dated 27A MarchA 2012, 15A MayA 2012, 25A MayA 2012 and 15A JuneA 2012, and to the circular of Alert Steel dated 11A JuneA 2012 (the Circular) relating to a rights offer by Alert Steel to Shareholders (the Rights Offer).
Shareholders are hereby advised that 322,590,239 ordinary shares in Alert Steel (Shares) were subscribed for by Shareholders or their nominees in terms of the Rights Offer, which, at the rights offer price of 2,8A cents per Share comprises an aggregate subscription amount of R9,032,526.70.
As recorded in the Circular, the Rights Offer was also partially underwritten by various Underwriters (as listed and defined in the Circular) in an aggregate amount of R76.8A million (the Underwritten Capital Amount) plus interest on the amounts lent and advanced by certain of the Underwriters to Alert Steel from the date on which such loans were advanced to Alert Steel until the closing date of the rights offer (the Underwritten Interest Amount). The aggregate of the Underwritten Capital Amount and the Underwritten Interest Amount is an amount of approximately R77.2A million (the Underwritten Amount). Of the Underwritten Amount, an amount of approximately R33.2A million has already been received by Alert Steel from loans advanced to Alert Steel, and accordingly 1A 184A 362A 679A Shares shall be allotted and issued to the Underwriters which advanced such loans to the Company.
The remaining balance of the Underwritten Amount (comprising an amount of R44A million (the Omphile Underwritten Amount) was underwritten by Omphile Investments Proprietary Limited (Omphile Investments) in terms of an underwriting agreement concluded between Omphile Investments, Alert Steel and the other Underwriters (the Underwriting Agreement). The Company has called for payment of the Omphile Underwritten Amount from Omphile Investments, but has not as yet received payment thereof. As referred to in the announcement dated 15A JuneA 2012, Alert Steel has concluded a sub-underwriting agreement with Nedbank Limited (Nedbank) (the Nedbank Sub-Underwriting Agreement) in terms of which Nedbank undertook to sub-underwrite a portion of any failure by Omphile to effect payment of the Omphile Underwritten Amount. Should Nedbank be called on to perform in terms of the Nedbank Sub-Underwriting Agreement, the final number of Shares to be allocated to Nedbank will be affected by a number of variables yet to be determined, including the extent to which Omphile Investments performs in terms of the Underwriting Agreement, the number of Shares in issue at the time of such allocation, and the percentage of Shares that will be held by Nedbank subsequent to any such allocation. It is hereby recorded that the Shares to be allocated to Nedbank in terms of the Nedbank Sub-Underwriting Agreement shall never exceed such number of Shares which have an aggregate subscription price equal to R30A million or such number of Shares which, after their allotment and issue, comprise a shareholding in Alert Steel exceeding 19.9%.
Shareholders will be advised as soon as the Company has further information pertaining to the performance by Omphile Investments in terms of the Underwriting Agreement and/or the number of shares finally allocated to Nedbank in terms of the Nedbank Sub-Underwriting Agreement. Pretoria 5 July 2012 Designated advisor QuestCo (Pty) Limited Legal advisor Prinsloo, Tindle & Andropoulos Inc. Independent Reporting Accountants and Auditors KPMG Inc.
Date: 05/07/2012 01:04:00 Supplied by www.sharenet.co.za 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.
