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ROYAL BAFOKENG PLATINUM LIMITED - Successful completion of over-subscribed rights offer

Release Date: 14/04/2014 10:20
Code(s): RBP     PDF:  
Wrap Text
Successful completion of over-subscribed rights offer

ROYAL BAFOKENG PLATINUM LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2008/015696/06)
JSE share code: RBP ISIN: ZAE000149936
(“RBPlat” or the “Company”)

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, AUSTRALIA, CANADA OR JAPAN. THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM AN OFFER
OF SECURITIES IN THE UNITED STATES OR ANY OTHER JURISDICTION.

SUCCESSFUL COMPLETION OF OVER-SUBSCRIBED RIGHTS OFFER

Shareholders are referred to the announcements released on the Stock Exchange News Service (“SENS”) on 4 March 2014
and 17 March 2014 wherein the Company announced its intention to raise R1.5 billion equity capital for the Styldrift I
Project, comprising an accelerated bookbuild offering to qualifying institutional investors in the amount of R700 million,
which was concluded on 4 March 2014, and a renounceable rights offer to qualifying RBPlat shareholders in the amount of
R800 million (“Rights Offer”).

The Rights Offer closed at 12h00 on Friday, 11 April 2014, and the board of directors of RBPlat is pleased to announce that
99.7 per cent of the Rights Offer Shares were subscribed for. Furthermore, excess applications resulted in the Rights Offer
being 4.47 times oversubscribed. As a result the full R800 million was successfully raised.

The results of the Rights Offer are set out in the table below:

                                                      Number of Rights              Rand value         % of Rights Offer
                                                         Offer Shares                                            Shares

Total shares available for subscription in                    14 545 455             R800 000 025                 100.0%
terms of the Rights Offer
(“Rights Offer Shares”)


Rights Offer Shares subscribed for                            14 503 927             R797 715 985                  99.7%

Applications received from holders of rights                  50 508 172           R2 777 949 470                 347.3%
wishing to acquire Rights Offer Shares in
addition to their Rights Offer entitlement

Total applications received                                   65 012 099           R3 575 665 455                 447.0%


Following the issue of the Rights Offer Shares, the number of RBPlat shares in issue is 191 918 221.

Issue and payment of Rights Offer Shares

The Central Securities Depository Participant (“CSDP”) or broker accounts of dematerialised* RBPlat shareholders who
have followed their rights in terms of the Rights Offer will be credited with their Rights Offer Shares and debited with any
payments due on or about today, Monday, 14 April 2014.

Allocation of excess applications

A total of 41 528 Rights Offer Shares which were not taken up will be allotted to satisfy excess applications. Excess Rights
Offer Shares will be allocated in an equitable manner, taking cognisance of the number of RBPlat shares held by each
applicant prior to such allocation (including those taken up as a result of the Rights Offer) and the number of excess Rights
Offer Shares for which application has been made.

The CSDP or broker accounts of dematerialised* RBPlat shareholders who have applied for excess Rights Offer Shares will
be credited with the excess Rights Offer Shares allocated and debited with any payments due in respect of their excess
applications allocated on or about Wednesday, 16 April 2014.

*As at 12h00 on Friday, 11 April 2014, all RBPlat shareholders held their shares in dematerialised form.

Johannesburg
14 April 2014

Corporate adviser and transaction sponsor
Questco

Financial adviser
Rand Merchant Bank (A division of FirstRand Bank Limited)

South African legal counsel
Bowman Gilfillan Inc.

International legal counsel
Davis Polk & Wardwell London LLP


This announcement is restricted and is not for release, publication or distribution, in whole or in part, directly or indirectly, in
or into the United States, Australia, Canada, Japan or any other jurisdiction in which such release, publication or distribution
would be unlawful. This announcement is for information purposes only, does not purport to be full or complete, is subject to
change and shall not constitute or form part of an offer or solicitation of an offer to purchase or subscribe for securities in the
United States or any other jurisdiction. No reliance may be placed for any purpose on the information contained in this
announcement or its accuracy or completeness.

In member states of the European Economic Area (“EEA”) which have implemented the Prospectus Directive (each, a
“Relevant Member State”), this announcement and any offer if made subsequently is directed exclusively at persons who
are “qualified investors” within the meaning of the Prospectus Directive (“Qualified Investors”). For these purposes, the
expression “Prospectus Directive” means Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU,
to the extent implemented in a Relevant Member State), and includes any relevant implementing measure in the Relevant
Member State.

In the United Kingdom this announcement is only being distributed to, and is only directed at, and any investment or
investment activity to which this announcement relates is available only to, and will be engaged in only with, Qualified
Investors who are (i) investment professionals falling with Article 19(5) of the UK Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the “Order”); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order,
or (iii) other persons to whom it may otherwise be lawfully communicated (all such persons together being referred to as
“relevant persons”). Persons who are not relevant persons should not take any action on the basis of this announcement
and should not act or rely on it.

Date: 14/04/2014 10:20:00 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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