Wrap Text
Results of the Rights Issue
STELLAR CAPITAL PARTNERS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1998/015580/06)
("Stellar Capital" or the "Company")
Share code: SCP
ISIN: ZAE000198586
NOT FOR PUBLICATION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, AUSTRALIA, CANADA, JAPAN, HONG KONG OR ANY OTHER JURISDICTION WHERE
TO DO SO WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSITUTE OR FORM
AN OFFER OF SECURITIES IN THE UNITED STATES OR ANY OTHER JURISDICTION.
RESULTS OF THE RIGHTS ISSUE
1. Introduction
Stellar Capital shareholders are referred to the announcements released on the Stock Exchange News Service (“SENS”) on
22 October 2015 and 3 November 2015, relating to a renounceable rights issue to qualifying Stellar Capital shareholders to
raise R400 million ("Rights Issue").
The Rights Issue consisted of an offer of 173,913,044 new Stellar Capital shares ("Rights Issue Shares") at an issue price of
R2.30 per Rights Issue Share.
The Rights Issue was underwritten by Anchor Capital Proprietary Limited and Thunder Capital Proprietary Limited ("the
Underwriters").
2. Results of the Rights Issue
The Rights Issue closed at 12:00 on Friday, 27 November 2015. The results of the Rights Issue are set out below:
Number of Rights Issue Shares % of Rights Issue
Rights Issue Shares available for subscription 173,913,044 100.00
Subscriptions for Rights Issue Shares 135,210,307 77.75
Applications for excess Rights Issue Shares 21,625,594 12.43
Rights Issue Shares taken up by Underwriters 17,077,143 9.82
3. Issue of Rights Issue Shares
Share certificates will be posted to holders of certificated shares who have followed their rights on Monday, 30 November
2015.
The CSDP or broker accounts of holders of dematerialised shares or their renouncees, who have followed their rights, will
be credited with the Rights Issue Shares and debited with the payments due on Monday, 30 November 2015.
4. Excess applications
Shareholders who applied for excess Rights Issue Shares have been allocated their full applications.
Share certificates will be posted to holders of certificated shares, who have been allocated excess Rights Issue Shares on
or about Wednesday, 2 December 2015.
The CSDP or broker account of holders of dematerialised shares who have been allocated excess Rights Issue Shares, will
be credited with the excess Rights Issue Shares and debited with the payments due on or about Wednesday, 2 December 2015.
Johannesburg
30 November 2015
Joint adviser and independent sponsor
Rand Merchant Bank (A division of FirstRand Bank Limited)
Joint adviser and transaction sponsor
Stellar Advisers Proprietary Limited
Legal adviser to Stellar Capital
Cliffe Dekker Hofmeyr Incorporated
Neither this announcement nor the Rights Issue constitutes or is intended to constitute an offer to the public in South Africa
in terms of the South African Companies Act 71 of 2008 (as amended).
This document does not constitute or form part of any offer or solicitation to purchase or subscribe for securities in the
United States. The rights offer described herein has not been and will not be registered under the U.S. Securities Act of
1933, as amended (“U.S. Securities Act”), or under any relevant securities laws of any state or other jurisdiction of the
United States. The securities described herein (the “Securities”) may not be offered, sold, taken up, resold, renounced,
exercised, pledged, transferred or delivered, directly or indirectly, in or into the United States at any time except pursuant to
an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable
state and other securities laws of the United States. The Securities may be offered, sold, taken up, resold, renounced,
exercised, pledged, transferred or delivered, by persons outside the United States in accordance with Regulation S under
the U.S. Securities Act. There will be no public offering of the Securities in the United States.
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.
This announcement has been issued by and is the sole responsibility of Stellar Capital. No representation or warranty,
express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by the
advisers or by any of their respective affiliates or agents as to, or in relation to, the accuracy or completeness of this
announcement or any other written or oral information made available to or publicly available to any interested party or its
advisers, and any liability therefore is expressly disclaimed.
Date: 30/11/2015 09:30:00 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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