BRIMSTONE INVESTMENT CORPORATION LD - Announcement regarding the disposal of 1 806 233 Nedbank Group Limited shares

Announcement regarding the disposal of 1 806 233 Nedbank Group Limited shares

Brimstone Investment Corporation Limited
(Incorporated in the Republic of South Africa)
Registration number 1995/010442/06
Share Code: BRT ISIN: ZAE000015277
Share Code: BRN ISIN: ZAE000015285
(Brimstone or the Company)


ANNOUNCEMENT REGARDING THE DISPOSAL OF 1 806 233 NEDBANK GROUP LIMITED (NEDBANK)
SHARES


1.    Introduction
      Brimstone shareholders are advised that the Company, through its controlling beneficial interest in
      Brimstone-Mtha Financial Services Trust, has disposed of 1 806 233 Nedbank ordinary shares (Nedbank
      shares) at a price of R245.00 per Nedbank share on the open market, for a total consideration of R442.5
      million (the Transaction). The effective date of the Transaction is Wednesday, 4 March 2015.


2.    Rationale for the Transaction
      Brimstone decided to dispose of a portion of its shareholding in Nedbank to realise some of the value
      created by its 10 year investment in Nedbank’s 2005 BEE deal. The lock-in period of Nedbank’s BEE deal
      expired on 2 January 2015. This realisation of value into cash will create capacity in Brimstone’s existing
      funding facilities and allows the Company to take advantage of new investment opportunities.


3.    Consideration and application of proceeds
      The total consideration for the Transaction is R442.5 million (the Proceeds) and the Proceeds will be utilised
      to fund potential investment opportunities.


4.    Conditions precedent
      The Transaction is not subject to any conditions.


5.    Value of net assets and profit attributable to the Transaction
     The value of the net assets that are the subject of the Transaction is R451 625 631 and the loss attributable
     to the net assets that are the subject of the Transaction is R9 098 546 before taxation and R7 401 849 after
     taxation.


6.    Categorisation of the Transaction
      The Transaction is categorised as a Category 2 transaction in terms of the JSE Listings Requirements.


5 March 2015
Cape Town


Investment bank and sponsor
Nedbank Capital

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