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Rights Offer Finalisation Announcement
GIJIMA GROUP LIMITED
(Incorporated in South Africa)
(Registration number 1998/021790/06)
Share code: GIJ ISIN: ZAE000176533
(“Gijima” or “the Company”)
Rights Offer Finalisation Announcement
1. Introduction
Gijima Shareholders (“Shareholders”) are referred to the announcement released on the Stock
Exchange News Services of the JSE (“SENS”) on 21 November 2014, wherein Shareholders
were advised that Gijima has proposed a fully underwritten renounceable rights offer of 1 000 000
000 (one billion) new ordinary shares (“Rights Offer Shares”) at a subscription price of 10 cents
per Rights Offer Share (“the Subscription Price”), in the ratio of 503.9867 Rights Offer Shares for
every 100 ordinary shares (“Gijima Shares”) held in Gijima at the close of business on Friday,
5 December 2014 (“the Rights Offer”).
2. Conditions Precedent
Shareholders are further referred to the announcement released on SENS on 14 November 2014,
detailing the results of the general meeting and confirming, inter alia, that the special resolutions
were passed by the requisite majority of votes.
The special resolutions have been filed with and registered by the Companies and Intellectual
Property Commission on 25 November 2014. All conditions precedent to the Rights Offer have
thus been fulfilled.
3. Rights Offer Circular
The Rights Offer circular containing full particulars of the Rights Offer and accompanying form of
instruction for use by certificated Shareholders will be available on the Company’s website from
1 December 2014 and posted on 2 December 2014 to certificated Shareholders recorded in the
share register on 5 December 2014. Certificated Shareholders must complete the form of
instruction and lodge it with the transfer secretaries indicating how they wish to participate in the
Rights Offer.
The Rights Offer circular containing full particulars of the Rights Offer, will be distributed on
9 December 2014 to dematerialised Shareholders (who have elected to receive such documents)
recorded in the share register on 5 December 2014. Dematerialised Shareholders will not receive
a printed form of instruction, but will have their accounts updated with their Rights Offer
entitlement by their Central Securities Depository Participant (“CSDP”) or broker. Holders of
dematerialised Gijima Shares are required to notify their CSDP or broker of the action they wish
to take in respect of the Rights Offer in the manner and by the time stipulated in the agreement
governing the relationship between the dematerialised Shareholder and his CSDP or broker.
4. Important Dates and Times 2014
Rights Offer finalisation announcement released on SENS Tuesday, 25 November
Rights Offer finalisation announcement published in the press on* Wednesday, 26 November
Last day to trade in Gijima Shares in order to settle trades by the
record date for the Rights Offer and to qualify to participate in the
Rights Offer (cum Rights Offer entitlement) on Friday, 28 November
Listing of and trading in the letters of allocation on the JSE under
JSE code: GIJN and ISIN: ZAE000196432 commences at 09:00 on Monday, 1 December
Gijima Shares commence trading ex-rights on the JSE at 09:00 on Monday, 1 December
Circular and form of instruction posted to certificated Shareholders Tuesday, 2 December
Record date for the Rights Offer for purposes of determining the
Shareholders entitled to participate in the Rights Offer at the close
of business on Friday, 5 December
Rights Offer opens at 09:00 on Monday, 8 December
Dematerialised Shareholders will have their accounts at their
CSDP or broker automatically credited with their letters of
allocation on Monday, 8 December
Certificated Shareholders will have their letters of allocation
credited to an electronic register at the transfer secretaries on Monday, 8 December
Circular distributed to dematerialised Shareholders, who have
elected to receive such documents Tuesday, 9 December
Last day to trade in letters of allocation in order to settle trades by
the record date for the letters of allocation and participate in the
Rights Offer at the close of business on Thursday, 11 December
Last day for form of instruction to be lodged with the transfer
secretaries by certificated Shareholders wishing to sell all or part
of their Rights Offer Entitlement by 12:00 on Thursday, 11 December
Listing and trading of Rights Offer Shares commence on the JSE
at 09:00 on Friday, 12 December
Last day for form of instruction to be lodged with the transfer
secretaries by certificated Shareholders wishing to subscribe for
or renounce all or part of their Rights Offer entitlement by 12:00
on (see note 2) Friday, 19 December
Record date for letters of allocation Friday, 19 December
Rights Offer closes at 12:00 and payment to be made on Friday, 19 December
CSDP/broker accounts credited with Rights Offer Shares and
debited with the payments due in respect of dematerialised
Shareholders on Monday, 22 December
Rights Offer share certificates in terms of the Rights Offer posted
to certificated Shareholders via registered post on or about Monday, 22 December
Results of Rights Offer announced on SENS on Monday, 22 December
Results of Rights Offer published in the press on* Tuesday, 23 December
CSDP/broker accounts credited with excess Rights Offer Shares,
where applicable, and debited with the payments due in respect of
dematerialised Shareholders on Wednesday, 24 December
Rights Offer share certificates in terms of the excess Rights Offer
Shares, where applicable, posted to certificated Shareholders via
registered post on or about Wednesday, 24 December
Refund cheques posted to certificated Shareholders in respect of
unsuccessful applications via registered post on or about Wednesday, 24 December
* These lines replace the corresponding lines from the declaration announcement announced on 21 November 2014.
5. Withdrawal of cautionary
Shareholders are advised that as the final terms and salient dates of the Rights Offer have now
been finalised and announced, Shareholders are no longer required to exercise caution when
dealing in Gijima Shares.
Centurion
25 November 2014
Corporate advisor and transaction sponsor
PricewaterhouseCoopers Corporate Finance Proprietary Limited
Legal Advisor
Webber Wentzel
Underwriter
Guma ICT Proprietary Limited
Date: 25/11/2014 12:47:00 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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