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Results of rights offer
AFRICAN BANK INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1946/021193/06)
(Ordinary share code: ABL) (ISIN: ZAE000030060)
(Preference share code: ABLP) (ISIN: ZAE000065215)
(“ABIL” or “the Company” or “the Group”)
RESULTS OF RIGHTS OFFER
Not for publication, distribution or release, directly or indirectly, in or into the United States of
America, Canada, Japan, Australia or Hong Kong.
1. Introduction
The board of directors of ABIL is pleased to announce that the Rights Offer has been resounding
success in that it has been oversubscribed by 64.11%. This level of over subscription shows
confidence in the Company by shareholders.
Shareholders are referred to the announcements released on the Stock Exchange News Service
(“SENS”) on 5 August 2013 and on 25 October 2013 wherein the Company announced its intention
to raise new equity capital through a fully underwritten, renounceable Rights Offer. Shareholders
are also referred to the Rights Offer finalisation announcement released on SENS on 1 November
2013, as well as to the circular to ABIL shareholders and supplement thereto issued on 18
November 2013 detailing ABIL’s intention to raise ZAR5.482 billion in new equity capital by way of a
renounceable rights offer of 685 281 693 new ABIL ordinary shares (“Rights Offer Shares”) in the
ratio of 84 Rights Offer Shares for every 100 ABIL ordinary shares held on Friday, 15 November
2013 (the "Record Date”), at a subscription price of 800 cents per Rights Offer Share (the "Rights
Offer”).
2. Results of the Rights Offer
The Rights Offer closed at 12h00 on Friday, 6 December 2013 and ABIL has successfully raised
the full ZAR5.482 billion from ABIL shareholders or their renouncees. The results of the Rights Offer
are contained in the table below:
Number of Rights % of Rights
Offer Shares Offer Shares
Rights Offer Shares available for subscription 685 281 693 100.00%
Total number of Rights Offer Shares applied for pursuant to 1 124 611 545 164.11%
letters of allocation and applications received from holders
of rights wishing to acquire Rights Offer Shares in addition
to their rights entitlements (“Excess Applications”)
Rights Offer Shares subscribed for by ABIL shareholders or 672 943 295 98.20%
their renouncees pursuant to the letters of allocation
Rights Offer Shares applied for by ABIL shareholders or 451 668 250 65.91%
their renouncees pursuant to Excess Applications
Rights Offer Shares allocated to ABIL shareholders or their 12 338 398 1.80%
renouncees pursuant to Excess Applications
The Rights Offer was fully underwritten by Goldman Sachs International. As the Rights Offer was
fully subscribed after taking into account the Excess Applications received, Goldman Sachs
International will not be obliged to procure subscribers for or subscribe for any Rights Offer Shares
itself.
3. Allocation of excess application
The board of directors, in complying with the provisions of paragraph 5.33 of the JSE Listings
Requirements for the purposes of allocating Rights Offer Shares pursuant to Excess Applications
(“Excess Shares”), in the first instance limited the Excess Shares per applicant to their maximum
rights entitlement. This ensured that those who applied for more than 100% of their rights
entitlement where first limited to 100% thereof (“Application Limit”). Thereafter up to 10 000 Rights
Offer Shares were allocated in respect of each Excess Application or such lesser number for which
an Excess Application was made. Finally, the remaining Rights Offer Shares were then allocated
on a simple pro-rata basis equating to a ratio of approximately 7.6% to all those who applied for
Excess Shares, but applying the Application Limit and the 10 000 allocation to such calculation.
The board is satisfied that this is the most equitable basis as it has satisfied, in full, approximately
73% of the Excess Applications.
4. Issue of Rights Offer Shares
Dematerialised ABIL shareholders, (or their renouncees), registered as such on the Record Date,
who validly subscribed for Rights Offer Shares, will have their accounts at their CSDP or broker
updated with the Rights Offer Shares to which they are entitled today, Monday, 9 December 2013.
Certificated ABIL shareholders, (or their renouncees), registered as such on the Record Date, who
validly subscribed for Rights Offer Shares, will have new share certificates in respect of the Rights
Offer Shares to which they are entitled posted to them, at their own risk, today, Monday, 9
December 2013.
The excess rights offer shares that have been allotted will be issued against payment on
Wednesday, 11 December 2013.
The refund payments in respect of unsuccessful applications for excess Rights Offer Shares by
qualifying certificated shareholders (or their renouncees) will be made on or about Wednesday,
11 December 2013 in accordance with the instructions on the form of instruction and at the
unsuccessful applicants’ own risk.
No interest will be paid on monies received in respect of unsuccessful applications for excess Right
Offer Shares.
Midrand
9 December 2013
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Sole Global Co-ordinator, Sole Bookrunner and Sole Underwriter
GOLDMAN SACHS INTERNATIONAL
Independent reporting accountants and auditors
DELOITTE & TOUCHE
Legal advisers to the Company as to U.S. and English law
REED SMITH LLP
South African legal advisers to the Company
PRINSLOO, TINDLE & ANDROPOULOS INC.
Legal advisers to the Sole Global Co-ordinator, Sole Bookrunner and Sole Underwriter as to U.S. and
English law
NORTON ROSE FULBRIGHT LLP
South African legal advisers to the Sole Global Co-ordinator, Sole Bookrunner and Sole Underwriter
NORTON ROSE FULBRIGHT SOUTH AFRICA (incorporated as Deneys Reitz Inc.)
Important Information:
This announcement has been prepared and issued by, and is the sole responsibility of, ABIL. This
announcement is not for distribution, directly or indirectly, in or into the United States, Australia, Canada,
Japan or Hong Kong, subject to certain exceptions, or in any other jurisdiction where to do so would be
unlawful or in contravention of certain regulations. The distribution of this announcement and/or the Rights
Offer Shares into jurisdictions other than the Republic of South Africa may be restricted by law. Persons
into whose possession such announcement comes should inform themselves about and observe any such
restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of
such jurisdiction.
This announcement and the information contained herein do not contain or constitute or form part of any
offer or invitation to sell or issue, or any solicitation of any offer to acquire, the securities by any person in
the United States, Australia, Canada, Japan and Hong Kong, subject to certain exceptions, and any other
jurisdiction in which such offer or solicitation is unlawful. No public offer of Rights Offer Shares or letters of
allocation has been or will be made in the United States, Australia, Canada, Japan and Hong Kong, and
any other jurisdiction where the extension or making of the Rights Offer would be unlawful or in
contravention of certain regulations. The Rights Offer Shares and letters of allocation have not been and
will not be registered under the securities laws of such jurisdictions and may not be offered, sold, taken
up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within such jurisdictions
except pursuant to an exemption from and in compliance with any applicable securities laws.
The information contained in this announcement does not constitute an offer of securities for sale in the
United States nor the solicitation of an offer to buy any such securities. ABIL does not intend to conduct a
public offering of securities in the United States.
In addition, in the United Kingdom, this announcement is solely directed at: (i) investment professionals
falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, as amended (the “Order”); or who are “qualified investors”, within the meaning of Article 2(1)(e) of
the Directive 2003/71/EC and amendments thereto, including Directive 2010/73/EU, to the extent
implemented in the relevant Member State of the European Economic Area (“Qualified Investors”), who
fall within Article 49(2)(a) to (d) of the Order, and (ii) persons to whom it may otherwise lawfully be
communicated (all such persons together being referred to as “relevant persons”). The information in this
announcement must not be acted on or relied on (i) in the United Kingdom, by persons who are not
relevant persons, and (ii) in any member state of the European Economic Area other than the United
Kingdom, by persons who are not Qualified Investors or persons to whom it may otherwise lawfully be
communicated. Any investment or investment activity to which the information in this announcement
relates is available only to (i) in the United Kingdom, relevant persons, and (ii) in any member state of the
European Economic Area other than the United Kingdom, Qualified Investors or persons to whom it may
otherwise lawfully be communicated, and will be engaged in only with such persons.
Date: 09/12/2013 09:53:00 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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