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SAFARI INVESTMENTS (RSA) LTD - Declaration And Finalisation Announcement In Respect Of The Safari Rights Offer

Release Date: 02/09/2015 07:05
Code(s): SAR     PDF:  
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Declaration And Finalisation Announcement In Respect Of The Safari Rights Offer

SAFARI INVESTMENTS RSA LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2000/015002/06)
Approved as a REIT by the JSE Limited
Share code: SAR
ISIN: ZAE000188280
(“Safari” or “the Company”)

DECLARATION AND FINALISATION ANNOUNCEMENT IN RESPECT OF THE SAFARI RIGHTS OFFER

1.   INTRODUCTION

Shareholders are hereby advised that Safari intends to raise a maximum of approximately
R152.5 million by way of a renounceable rights offer (“the Rights Offer”) of 17 426 199 new
Safari ordinary shares (“Rights Offer Shares”) to qualifying shareholders at a subscription price
of 875 cents per Rights Offer Share, in the ratio of 10 Rights Offer Shares for every 100 Safari
ordinary shares held on the Rights Offer record date, being Friday, 18 September 2015 (“the
Record Date”).

2.   RATIONALE FOR THE RIGHTS OFFER

The funds raised through the Rights Offer will be utilised to fund capital expenses of future
pipeline projects of the Company, which includes, inter alia, the development of a new shopping
centre in Atteridgeville, the expansion of The Platz Am Meer development and the expansion of
the Denlyn Centre.

3.   SALIENT TERMS OF THE RIGHTS OFFER

In terms of the Rights Offer, 17 426 199 Rights Offer Shares will be offered to Safari
shareholders recorded in Safari’s share register at the close of business on the Record Date, at
a subscription price of 875 cents per Rights Offer Share, in the ratio of 10 Rights Offer Shares
for every 100 Safari shares held.

The Rights Offer Share Price represents a discount of 0.7% to the 30 day volume weighted
average traded price of Safari ordinary shares on the JSE as at 20 May 2015 of 881 cents,
being the date on which the Rights Offer was approved by the Safari board.

Shareholders will have the right to apply for any excess Rights Offer Shares not taken up by
other shareholders, subject to such rights being transferable upon renunciation of the letters of
allocation, and any such excess shares will be attributed equitably. The Rights Offer is not
conditional upon any minimum subscription being obtained.

The Rights Offer Shares issued will rank pari passu with the existing issued shares of Safari.

4.   SALIENT DATES AND TIMES

The salient dates and times of the Rights Offer are as follows:
                                                                                          2015
Declaration and finalisation announcement released on SENS              Wednesday, 2 September

Last day to trade in Safari ordinary shares in order to                   Friday, 11 September
participate in the Rights Offer (cum entitlement)

Listing of and trading in the letters of allocation under the JSE         Monday, 14 September
Code SARN and ISIN ZAE000208716 on the JSE commences
at 09:00 on

Safari ordinary shares commence trading ex-rights on the JSE              Monday, 14 September
at 09:00 on

Circular posted to certificated shareholders together with a             Tuesday, 15 September
form of instruction

Record Date for the Rights Offer                                          Friday, 18 September

Rights Offer opens at 09:00 on                                            Monday, 21 September

Certificated shareholders will have their letters of allocation           Monday, 21 September
credited to an electronic account held at the transfer
secretaries

Dematerialised shareholders will have their accounts at their             Monday, 21 September
CSDP or broker credited with their entitlement

Circular posted to dematerialised shareholders on                        Tuesday, 22 September

Last day for trading letters of allocation on the JSE                     Friday, 25 September

Form of instruction lodged by certificated shareholders wishing           Friday, 25 September
to sell all or part of their entitlement at the transfer secretaries
by 12:00

Listing of Rights Offer Shares and trading therein on the JSE             Monday, 28 September
commences

Rights Offer closes at 12:00. Payment to be made and form of                 Friday, 2 October
instruction lodged by certificated shareholders wishing to
renounce or subscribe for all or part of the entitlement at the
transfer secretaries on

Record Date for the letters of allocation                                    Friday, 2 October

Rights Offer Shares issued and posted to shareholders in                     Monday, 5 October
certificated form on or about

CSDP or broker accounts in respect of dematerialised                         Monday, 5 October
shareholders will be updated with Rights Offer Shares and
debited with any payments due on

Results of Rights Offer announced on SENS                                    Monday, 5 October

Refunds (if any) to certificated shareholders in respect of               Wednesday, 7 October
unsuccessful excess share applications made and share
certificates posted to successful excess share applications

Dematerialised shareholders’ accounts updated and debited                 Wednesday, 7 October
by their CSDP or broker (in respect of successful excess share
applications)

Notes:
   1. Unless otherwise indicated, all times are South African times.
   2. Safari shareholders may not dematerialise or rematerialise their Safari ordinary shares
      between Monday, 14 September 2015, and Friday, 18 September 2015, both dates
      inclusive.

5.   FOREIGN SHAREHOLDERS

5.1. Any shareholder resident outside the common monetary area who receives the circular and
     form of instruction, should obtain advice as to whether any governmental and/or any other
     legal consent is required and/or any other formality must be observed to enable such a
     subscription to be made in terms of such form of instruction.

5.2. The Rights Offer does not constitute an offer in any jurisdiction in which it is illegal to make
     such an offer and the circular and form of instruction should not be forwarded or transmitted
     by recipients thereof to any person in any territory other than where it is lawful to make such
     an offer.

5.3. The Rights Offer Shares have not been and will not be registered under the Securities Act
     of the United States of America. Accordingly, the Rights Offer Shares may not be offered,
     sold, resold, delivered or transferred, directly or indirectly, in or into the United States or to,
     or for the account or benefit of, United States persons, except pursuant to exemptions from
     the Securities Act. The circular and the accompanying documents are not being, and must
     not be, mailed or otherwise distributed or sent in, into or from the United States. The
     circular does not constitute an offer of any securities for sale in the United States or to
     United States persons. The Rights Offer contained in the circular does not constitute an
     offer in the District of Columbia, the United States, the Dominion of Canada, the
     Commonwealth of Australia, Japan or in any other jurisdiction in which, or to any person to
     whom, it would not be lawful to make such an offer.

5.4. Non-qualifying shareholders should consult their professional advisers to determine
     whether any governmental or other consents are required or other formalities need to be
     observed to allow them to take up the Rights Offer, or trade their entitlement therein.

5.5. To the extent that non-qualifying shareholders are not entitled to participate in the Rights
     Offer as a result of the aforementioned restrictions, such non-qualifying shareholders
     should not take up their Rights Offer entitlement or trade in their Rights Offer entitlement
     and should allow their rights in terms of the Rights Offer to lapse.

6.   RIGHTS OFFER CIRCULAR

The circular containing full details of the Rights Offer will be posted to shareholders on the dates
set out in paragraph 4 above.

2 September 2015
Pretoria

Sponsor and Corporate adviser: PSG Capital

Date: 02/09/2015 07:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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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,
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