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Africa ETF Issuer Limited (RF) - Initial offer of Commodity linked Exchange Trades Funds
AFETF
Africa ETF Issuer Limited (RF) - Initial offer of Commodity linked Exchange Trades Funds evidenced by
Debentures issued by Africa ETF Issuer Limited (RF)(Registration number 2013/022008/06; registered in
the Republic of South Africa on 11 February 2013)
Issuer Code – “AFETF”
This pre-listing statement is not an invitation to the public to subscribe for securities, but is
issued in compliance with the Listings Requirements of the JSE Limited, for the purpose of
providing information to the public with regard to the company.
Africa ETF Issuer Limited (RF) will be issuing the following commodity linked debentures:
AfricaGold Debentures
Abbreviated name: AfricaGld
Share code: ETFGLD
ISIN: ZAE000182523
AfricaPlatinum Debentures
Abbreviated name: AfricaPlt
Share code: ETFPLT
ISIN: ZAE000182556
AfricaPalladium Debentures
Abbreviated name: AfricaPld
Share code: ETFPLD
ISIN: ZAE000182531
ABRIDGED PRELISTING STATEMENT – INITIAL OFFER FOR COMMODITY EXCHANGE TRADED
FUNDS AS EVIDENCED BY COMMODITY LINKED DEBENTURES
1. INTRODUCTION
In compliance with the Listings Requirements of the JSE Limited (“JSE”), the JSE has approved the
listing of the Africa ETF Issuer Limited (RF) (“the Issuer”) commodity exchange traded funds (“ETF”)
as evidenced by the commodity linked debentures (“Debentures”) The information as it appears
below is for information purposes only and has been extracted from the Issuer’s prospectus which
contains information relating to the offer of AfricaGold Debentures, AfricaPlatinum Debentures and
AfricaPalladium Debentures dated 18 March 2014 (“the Prospectus”) (“the Offer”).
2. BACKGROUND
The Issuer is a newly created special purpose vehicle, which in terms of its Memorandum of
Incorporation sole purpose is to conduct the business of an ETF by issuing Debentures, which are
fully backed by the applicable physical commodity.
The aim of the Debentures is to provide investors exposure linked to the rand performance of the
underlying commodities being gold/platinum/palladium respectively.
The Issuer does not have any employees and will be managed by The Standard Bank of South
Africa Limited (“the Manager”). The Manager has entered into an agreement with the Issuer in terms
of which the Manager will perform the daily functions for the Issuer.
Maitland Group South Africa Limited will act as the independent Fund Manager and will fulfil its
duties as an independent party.
The Debentures are fully backed by the physical commodities, approximately equivalent to 1/100
ounces of the commodity and the value of the Debentures are expected to rise or fall in accordance
with the fluctuations in the rand price of the commodity.
The commodities underlying the Debentures will be held in safe custody on behalf of the investors by
an approved custodian.
Each Debenture will be separately guaranteed by a corresponding security trust, which in turn will
benefit from a security arrangement by which the underlying commodity held by the custodian is
pledged to the applicable security trust as security for the guarantee provided to the Debenture
holder.
An independent inspection company has been appointed to periodically verify the commodity
quantity and quality held by the custodian.
The Issuer charges an annual fee in order to meet its operating expenses. The Issuer will charge
0.30% (excluding VAT) of the value of the gold and platinum held by the custodian and 0.35%
(excluding VAT) of the value of the palladium held by the custodian.
The AfricaGold Debentures, AfricaPlatinum Debentures and AfricaPalladium Debentures will be
inward listed but classified as a domestic investment. As such, investment in these ETF’s will not
affect the relative foreign exposure limits applicable to institutional investors and authorised dealers.
Initially the Debentures will be offered and issued on a privately placed basis thereafter they will
trade freely in the secondary market. All subscriptions for Debentures will be in specie in equivalent
sizes of a block of 100,000 debentures and multiples thereof. The Debentures are intended to be
listed on the main board of the JSE in the ETF sub-sector, with effect from March 2014 for
AfricaPalladium Debentures and April 2014 for AfricaGold Debentures and AfricaPlatinum
Debentures.
3. SUBSCRIPTION CONDITIONS AND SALIENT DATES AND TIMES OF THE OFFER AND
FURTHER ANNOUNCEMENT
CONDITIONS OF THE OFFER
This offer is not open to the public but only to qualifying subscribers. Once submitted, an
application is irrevocable.
All subscriptions for Debentures will be treated as primary market acquisitions and no application
forms are required.
All subscribers to the Debentures (“Subscribers”) must have a valid account with a broking member
of the JSE (“JSE Member”). Subscribers that do not have an account with a JSE member can
contact any broker registered with the JSE to open an account. A list is available on the JSE website
being www.jse.co.za.
a. PARTICIPATING IN THE OFFER
To participate in the Offer, Subscribers must contact their broker, the Manager or the authorised
participant as defined in the Prospectus. Subscribers who do not have a broker must then contact
the participating broker the details of which are set out in the Prospectus. Information regarding the
subscription procedures is detailed in the Prospectus.
b. THE ISSUE PRICE OF A DEBENTURE
The issue price of each allocable Debenture will be the cost of acquiring the underlying commodity
less any applicable costs, divided by the number of Debentures. The allocation of debentures to
successful subscribers will be at the sole discretion of the Issuer.
c. DISCHARGING THE ISSUE PRICE
The price payable by an investor if he subscribes for securities during the Offer period may be
settled by the delivery of one or more baskets of commodities(i.e. in specie subscriptions).
i. In specie subscriptions
In respect of in specie subscriptions, the minimum price payable by an investor is the amount of
ounces of the commodities equal to 1 basket and multiples thereof. The value of the ounces is
subject to fluctuation from time to time relative to the market value. The authorised participant
can be contacted to purchase the required amount of commodities against payment in cash (in
Rands).
d. MINIMUN SUBSCRIPTION
Given that the ETF(s) are not closed-ended funds, there is no upper limit on the number of securities
available for purchase unless specifically indicated in the relevant Prospectus. The Issuer reserves
the right to limit the number of Debentures to be created depending on the prevailing market
conditions and the availability of any Commodity.
In respect of subscriptions, the minimum subscription amount will be detailed in the Prospectus.
Investors will not receive a certificate. The Debentures are issued in dematerialised form only,
meaning that they are not evidenced by a certificate, but instead are held in electronic form and
recorded in a sub-register maintained by a Central Securities Depository Participant “(CSDP”).
e. THE SALIENT DATES AND TIMES OF THE OFFER ARE SET OUT BELOW:
Palladium ETF 2014
Opening date of the Offer (09h00) Wednesday, 19 March
Closing date of the Offer (10h00) Wednesday, 19 March *
Initial Valuation Date Wednesday, 19 March
Publication on SENS of results of the Offer, including Wednesday , 20 March
Initial Issue price
Anticipated issue and date of listing on the JSE of the Monday, 24 March
Debentures (09h00)
Gold and Platinum ETF 2014
Opening date of the Offer (09h00) Thursday, 3 April
Closing date of the Offer (10h00) Thursday, 3 April*
Initial Valuation Date Thursday, 3 April
Publication on SENS of results of the Offer, including Thursday, 3 April
Initial Issue price
Anticipated issue and date of listing on the JSE of the Monday, 7 April
Debentures (09h00)
* Investors must advise their CSDP or broker of their acceptance of the offer in the manner and by
the cut-off time stipulated by their CSDP or broker.
4. DOCUMENTATION
Copies of the Prospectus can be obtained during normal business hours from the offices of the
Issuer or Manager as per the prospectus or on via email request to AfricaETF@standardbank.co.za
or call +27 (0)11 415 4100
Johannesburg
18 March 2014
Originator, Transfer Agent, Corporate Advisor and Sponsor
The Standard Bank of South Africa Limited, acting through its Corporate and Investment Banking
division.
Date: 19/03/2014 07:30:00 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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