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Rule 2.10 Announcement - Replacement
Lonrho Plc
(Incorporated and registered in England and Wales)
(Registration number 2805337)
(JSE share code: LAF; ISIN number: GB0002568813)
(“Lonrho” or “the Company”)
Primary listing on the LSE and secondary listing on the AltX of the JSE
RULE 2.10 ANNOUNCEMENT - REPLACEMENT
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY (IN
WHOLE OR IN PART) IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
The following announcement replaces the Rule 2.10 announcement released at 4.34pm yesterday afternoon,
22 May 2013, under RNS number 3756F.
In accordance with Rule 2.10 of the UK City Code on Takeovers and Mergers, the Company confirms that it
has 1,663,415,048 Ordinary Shares of 1p each in issue admitted to the Official List (premium segment) and
to trading on the London Stock Exchange’s Main Market for listed securities under the ISIN GB0002568813
(the “Ordinary Shares”). The Company also maintains a secondary listing on the AltX (Alternative
Exchange) of the Johannesburg Stock Exchange and has American Depository Receipts traded on the OTC
QX International Exchange in the United States under the ISIN US5433771053. Each American Depositary
Receipt represents 100 Ordinary Shares of 1p each in the Company.
In addition the Company has US$70,000,000 7 per cent. Guaranteed Convertible Bonds due 2015 admitted
to the official list of the Luxembourg Stock Exchange and admitted to trading on the Euro MTF Market of
the Luxembourg Stock Exchange under the ISIN XS0549738531 (the “Convertible Bonds”). The
Convertible Bonds are convertible into preference shares of LAH Jersey Limited at the holders’ option
which are exchangeable into Ordinary Shares.
In addition the Company has granted 20,000,000 warrants to subscribe for 20,000,000 new ordinary shares
at an exercise price of 10p per unit with an expiry date of 29 May 2015.
A copy of this announcement will be available at www.lonrho.com. The content of the website referred to
in this announcement is not incorporated into and does not form part of this announcement.
For further information:
Lonrho plc +44 (0) 20 7016 5105
Geoffrey White / David Armstrong
Jefferies International Limited +44 (0) 20 7029 8000
Sara Hale / Andrew Bell / Michael Collinson / Harry Nicholas
JSE Sponsor +27 11 283 0089
Java Capital
Jefferies International Limited, which is authorised and regulated in the United Kingdom by the Financial
Conduct Authority, is acting exclusively for Lonrho and for no one else in connection with the subject
matter of this announcement and will not be responsible to anyone other than Lonrho for providing the
protections afforded to its clients or for providing advice in connection with the subject matter of this
announcement.
The release, publication or distribution of this announcement in certain jurisdictions may be restricted by
law. Persons who are not resident in the United Kingdom or who are subject to other jurisdictions should
inform themselves of, and observe, any applicable requirements.
This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the
solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any
securities whether pursuant to this announcement or otherwise. The distribution of this announcement in
jurisdictions outside the United Kingdom may be restricted by law and therefore persons into whose
possession this announcement comes should inform themselves about, and observe such restrictions. Any
failure to comply with the restrictions may constitute a violation of the securities law of any such
jurisdiction.
Disclosure requirements of the Takeover Code (the “Code”)
Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities
of an offeree company or of any paper offeror (being any offeror other than an offeror in respect of which it
has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position
Disclosure following the commencement of the offer period and, if later, following the announcement in
which any paper offeror is first identified. An Opening Position Disclosure must contain details of the
person’s interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the
offeree company and (ii) any paper offeror(s). An Opening Position Disclosure by a person to whom Rule
8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the
commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th
business day following the announcement in which any paper offeror is first identified. Relevant persons
who deal in the relevant securities of the offeree company or of a paper offeror prior to the deadline for
making an Opening Position Disclosure must instead make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of
relevant securities of the offeree company or of any paper offeror must make a Dealing Disclosure if the
person deals in any relevant securities of the offeree company or of any paper offeror. A Dealing Disclosure
must contain details of the dealing concerned and of the person’s interests and short positions in, and rights
to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any paper offeror, save to
the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person
to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day
following the date of the relevant dealing.
If two or more persons act together pursuant to an agreement or understanding, whether formal or informal,
to acquire or control an interest in relevant securities of an offeree company or a paper offeror, they will be
deemed to be a single person for the purpose of Rule 8.3.
Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing
Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert
with any of them (see Rules 8.1, 8.2 and 8.4).
Details of the offeree and offeror companies in respect of whose relevant securities Opening Position
Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover
Panel’s website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in
issue, when the offer period commenced and when any offeror was first identified. You should contact the
Panel’s Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are
required to make an Opening Position Disclosure or a Dealing Disclosure.
23 May 2013
Date: 23/05/2013 12:47:00 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.
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