AFROCENTRIC INVESTMENT CORP LIMITED - Acquisition Of Afrocentric Health Limited, Formerly Known As Lethimvula Investments Limited -Second Tranche Payments

Acquisition Of Afrocentric Health Limited, Formerly Known As Lethimvula Investments Limited -Second Tranche Payments

AFROCENTRIC INVESTMENT CORPORATION LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1988/000570/06)
JSE Code: ACT, ACTP ISIN: ZAE000078416, ZAE000082269
(“AfroCentric”)

ACQUISITION OF AFROCENTRIC HEALTH LIMITED, FORMERLY KNOWN AS LETHIMVULA
INVESTMENTS LIMITED AND FOR PURPOSES OF THIS ANNOUNCEMENT, HEREINAFTER REFERRED
TO AS “LETHIMVULA”
“SECOND TRANCHE PAYMENTS”

INTRODUCTION
In December 2008 AfroCentric agreed to acquire a 63.2% interest in Lethimvula
(“the Acquisition”) from various parties (collectively “the Sellers”) and made
a mandatory offer (“the Obligatory Offer”) to the remaining shareholders of
Lethimvula (“the Offeree Shareholders”), on the same terms and conditions, by
way of a circular dated 27 February 2009. The total consideration payable to
both the Sellers and the Offeree Shareholders was to be discharged in two
tranches, the first tranche payments having been made in 2009. This notice
provides details with respect to the second tranche payments to be made in the
coming weeks.

SECOND TRANCHE PAYMENTS – SHARES AND CASH IN AGGREGATE
The second tranche payments consist of a combination of newly issued shares and
cash. The number of shares and amount of cash is based on the financial
performance of Lethimvula against a profit warranty undertaking it made at the
time of the Acquisition.

In addition to the Lethimvula shares acquired from the Sellers and Offeree
Shareholders under the Obligatory Offer, AfroCentric has continued to acquire
Lethimvula shares offered by minority Lethimvula shareholders on the same terms
and conditions as the Obligatory Offer. As a result AfroCentric today owns
94.07% of Lethimvula (the “level of ownership”).

The parties entitled to receive second tranche payments are all the
shareholders that sold their Lethimvula shares to AfroCentric (each an
“Eligible Party”).

As disclosed in AfroCentric’s Audited Results Announcement for the year ended
30 June 2013, released on SENS on 27 September 2013, Lethimvula attained a
level of 90% of the profit warranty undertaking. As a result of the level of
the warranty attainment and the level of ownership, 100,805,620 (one hundred
million, eight hundred and five thousand, six hundred and twenty) AfroCentric
ordinary shares will be issued and R 26.8 million cash will be paid on the
second tranche payment date (refer to “Important Information” below).
SECOND TRANCHE CASH PAYMENT
The amount of cash payable to each Eligible Party will be computed based on the
date on which the Eligible Party disposed of its Lethimvula shares to
AfroCentric.

The following dates will dictate the amount of the second tranche cash payment
per share that each Eligible Party will receive.

Date of Disposal by Lethimvula           Second tranche cash payment per share
shareholder
Prior to 7 January 2011                  27 cents
After 7 January 2011, but prior to 18    19.5 cents
November 2011
After 18 November 2011, but prior to 7   10.5 cents
December 2012

IMPORTANT INFORMATION
In terms of the Acquisition agreement and the Obligatory Offer, save for any
delays arising as a result of a dispute requiring Arbitration, the second
tranche payments are to be discharged within 20 business days of finalising the
audited financial statements of Lethimvula for the year ended 30 June 2013.

Due to the number of Offeree Shareholders having disposed of their first
tranche AfroCentric consideration shares and/or who hold certificated shares
and whose personal details in the AfroCentric share registers may not be
current, and in order to verify the accuracy of the required information, the
Board of Directors of AfroCentric has resolved to delay the second tranche
payments by a further 12 business days until 14 November 2013 (“the second
tranche payment date”).

All ex Lethimvula shareholders who received AfroCentric shares in terms of the
first tranche payments and who are no longer shareholders in AfroCentric and/or
whose personal details in the share register may not be current, are encouraged
to contact COMPUTERSHARE INVESTOR SERVICES (PTY) LIMITED, (CALL CENTRE NUMBER
086 1100634 OR SEND AN E MAIL TO corporate.events@computershare.co.za) BY NO
LATER THAN 31 OCTOBER 2013 TO VERIFY THE INFORMATION ON RECORD AND VALIDATE THE
CLAIM TO YOUR SECOND TRANCHE PAYMENTS.

Please note that for such individuals to receive their second tranche payments
(shares and cash consideration), they will be required to provide a certified
copy of their identity document, proof of residence and verified bank account
details. Failure to respond to the aforesaid validation process will result in
the shares and cash proceeds payable to such shareholders being held in escrow.
The onus is on such shareholders to claim their second tranche payments within
three years from 14 November 2013.

Johannesburg
11 October 2013
Sponsor
Sasfin Capital
A division of Sasfin Bank Limited

Legal Advisors to AfroCentric
H R Levin, Attorneys

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