Wrap Text
Listing Of PSG Konsult On The Main Board Of The JSE Limited
PSG Konsult Limited
(Incorporated in the Republic of South Africa)
Registration Number: 1993/003941/06
Share Code: KST
ISIN Code: ZAE000191417
(“PSG Konsult” or “the Company”)
LISTING OF PSG KONSULT ON THE MAIN BOARD OF THE JSE LIMITED (“JSE”)
1. INTRODUCTION
PSG Konsult is one of the largest independent intermediary
financial services providers in South Africa and is a leading
independent financial services group. It offers a unique value-
orientated approach to its clients’ financial requirements,
from asset and wealth management to insurance. Shares in PSG
Konsult have traded over-the-counter since 2005 and have now
been granted a listing on the main board of the JSE from 18
June 2014 onwards.
This will be a new listing by way of introduction of the
Company’s entire issued share capital. PSG Konsult does not
intend to raise capital leading up to the Listing.
2. POSTING OF PRE-LISTING STATEMENT
PSG Konsult will today post a pre-listing statement to its
Shareholders regarding the Listing and containing detailed
information regarding the Company (“Pre-listing Statement”).
The Pre-Listing Statement will also be available on the
Company’s website at www.psg.co.za.
Terms appearing in title case in this announcement and that are
not otherwise defined herein, shall bear the meanings ascribed
to them in the Pre-listing Statement.
3. SALIENT DATES RELATING TO THE LISTING
The salient dates relating to the Listing are set out below:
2014
Abridged Pre-listing Statement published
on SENS on 9 June
Pre-listing Statement posted to
Shareholders on 9 June
Abridged Pre-listing Statement published
in the press on 10 June
Listing of Shares on the JSE expected at
commencement of trade on 18 June
Accounts at CSDPs/Brokers updated in
respect of Dematerialised Shareholders on 18 June
Share certificates posted to Certificated
Shareholders (if requested) by registered
post on or about 18 June
4. ABRIDGED PRE-LISTING STATEMENT OF PSG KONSULT
The Abridged Pre-Listing Statement appearing below, is not an
invitation to the public to subscribe for Shares in PSG
Konsult, but is issued in compliance with the Listings
Requirements of the JSE for the purpose of providing
information to the public and investors in respect of PSG
Konsult.
4.1. BRIEF OVERVIEW OF PSG KONSULT
PSG Konsult is one of the largest independent intermediary
financial services providers in South Africa, having, as at
28 February 2014, 193 offices throughout South Africa and
Namibia, with 1 841 employees, of whom 618 are financial
planners, portfolio managers, stockbrokers and asset
managers, plus professional associates (accountants and
attorneys), servicing more than 150 000 clients.
As at its most recent financial year-end on 28 February
2014, PSG Konsult had total funds under management of
approximately R112 billion and total funds under
administration amounting to approximately R235 billion.
Over the course of the previous financial year, PSG Konsult
restructured itself into three operating divisions, namely
PSG Wealth, PSG Asset Management and PSG Insure. By
utilising the synergies between these divisions under a
simplified organisational structure, PSG Konsult is able to
offer a holistic, integrated financial solution to its
clients.
PSG Konsult is a subsidiary of listed PSG Group Limited and
was incorporated on 14 July 1993.
4.2. RATIONALE FOR LISTING
PSG Konsult’s rationale for the Listing is:
- to allow PSG Konsult access to capital markets in order
to raise equity capital in the future, when required;
- to provide Shareholders with a liquid, tradeable asset
within a regulated environment, with a market-
determined share price;
- to give the general public an opportunity to acquire an
equity stake in PSG Konsult and thereby share in its
potential success in future;
- to enhance PSG Konsult’s ability to implement
acquisitions and other transactions, involving the
issuing of Shares as consideration;
- to raise PSG Konsult’s profile, to reflect its position
as a leading independent financial services group; and
- to incentivise employees and align their interests with
those of Shareholders through the allocation of options
for listed Shares.
4.3. PSG KONSULT IS A MARKET LEADER
PSG Konsult is a market-leading financial services
provider. In this regard, PSG Konsult is proud of the
following notable milestones, achievements and industry
awards:
- PSG Wealth received Business Day Investors Monthly’s
“Stockbroker of the Year” award for 2011, 2012 and 2013;
- PSG Asset Management is a market leader with top quartile
investment returns having been recorded across the entire
domestic flagship range of its funds, which include the
PSG Equity, PSG Flexible and PSG Balanced Funds over six
months, one year, three years and five years up to 28
February 2014 in the respective Morningstar categories;
- PSG Insure has received the Portfolio Administration
Award for Performance Excellence at the 2013 National
Santam Broker Awards and National Broker Award for
Performance Excellence in Personal Lines.
4.4. LISTING ON JSE
The JSE has granted PSG Konsult a listing by way of
introduction of all its issued ordinary Shares on the JSE
main board under the abbreviated name “PSG KST”, share code
“KST” and ISIN ZAE000191417 with effect from the
commencement of trade on 18 June 2014. PSG Konsult will be
listed in the “Financial Services” sector.
Shareholders are advised that their Shares may only be
traded on the JSE in dematerialised form. Shareholders who
wish to trade their shares following the Listing will first
need to dematerialise their Shares into an account held at
a suitable service provider. This can be either one of the
CSDPs that offers a trading service or a JSE-registered
Broker. The process takes a few days, depending on the
volumes of certificates to be authenticated. While such
Shares are undergoing dematerialisation, the Shareholder
will be unable to trade them.
Shareholders who previously held unlisted Shares, who
qualify to receive listed Shares, and who wish to trade
their Shares on the JSE, should instruct their Broker or
CSDP to liaise with Computershare Investor Services
Proprietary Limited, the Company’s appointed transfer
secretaries, in order to arrange for their current listed
share certificated allocation, to be appropriately
dematerialised and credited to their account.
Computershare provides each such Shareholder with a
statement of holdings, which, together with a signed
transfer instruction form, must be surrendered to the
Shareholder’s Broker or CSDP. The Shareholder’s Broker or
CSDP will then need to send those documents to
Computershare to dematerialise the Shares. Computershare
can be contacted through their call-centre on 0861 100 634
or at www.computershare.co.za.
Shareholders are also referred to the Company’s letter to
them dated 20 May 2014, containing further details on how
Shareholders should go about dematerialising their Shares.
4.5. SHARE CAPITAL
As at the Listing Date, the total authorised share capital
of PSG Konsult will comprise 3 000 000 000 ordinary no par
value Shares.
On the Listing Date the issued share capital of PSG Konsult
will consist of 1 262 046 111 ordinary no par value Shares,
while the stated capital of PSG Konsult will amount to
R1 321 823 928. As at the Listing Date, 357 875 Shares
will be held in treasury.
On the Listing Date all Shares in issue shall rank pari
passu with each other in all respects, including in respect
of voting rights and dividends.
4.6. PSG KONSULT DIRECTORS
The full names, ages, business addresses and capacities of
the directors of PSG Konsult are provided below:
Full name Age Capacity Business Address
Francois 49 Chief 42 Brook Street
Johannes Gouws executive London
officer W1H 7TB
United Kingdom
Michael Ian 46 Chief Building A
Frain Smith financial Pro Sano Park South Gate
officer Carl Cronje Drive
Tyger Waterfront
Tyger Valley
Bellville, 7530
Willem Theron 61 Non-executive Suite 2/1, Hemel and
director and Aarde Village
chairman Corner of Hemel and Aarde
and Main Road
Hermanus, 7200
Johannes 67 Non-executive 1st Floor, Ou Kollege
Fredericus director 35 Kerk Street
Mouton Stellenbosch, 7600
Petrus Johannes 37 Non-executive 1st Floor, Ou Kollege
Mouton director 35 Kerk Street
Stellenbosch, 7600
Patrick Ernest 61 Independent 11 Riverton Road
Burton non-executive Rondebosch, 7700
director
Jacob de Vos 59 Lead 6th Floor, The Terraces
du Toit independent Black River Park (South)
non-executive Fir Street
director Observatory, 7925
Zitulele Luke 62 Independent 1st Floor, Inanda
Combi non-executive 6 Dorp Street
director Stellenbosch, 7600
5. COPIES OF THE PRE-LISTING STATEMENT
Copies of the Pre-Listing Statement will be available for
inspection during normal office hours from 9 June 2014 until 30
June 2014 at the registered office of PSG Konsult at Building
A, Pro Sano Park South Gate, Carl Cronje Drive, Tyger
Waterfront, Tyger Valley, Bellville, 7530, at the offices of
PSG Konsult’s appointed transfer secretaries, Computershare, at
Ground Floor, 70 Marshall Street, Johannesburg, 2001, and at
the offices of PSG Konsult’s sponsor, PSG Capital, at 1st
Floor, Ou Kollege, 35 Kerk Street, Stellenbosch, 7600 and 1st
Floor, Building 8, Inanda Greens Business Park, 54 Wierda Road
West, Wierda Valley, Sandton.
The Pre-Listing Statement will also be available on the
Company’s website www.psg.co.za.
Tyger Valley
9 June 2014
PSG Capital: Transaction adviser and sponsor
Questco: Lead independent sponsor
PricewaterhouseCoopers: Auditors and Independent Reporting
Accountants
Date: 09/06/2014 01:00:00 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.
Sharenet Sites 
