Wrap Text
Results of the accelerated bookbuild
The Bidvest Group Limited
(Incorporated in the Republic of South Africa)
Registration number: 1946/021180/06
Share code: BVT ISIN ZAE 000117321
(“Bidvest”)
RESULTS OF THE ACCELERATED BOOKBUILD
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY
OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN,
REPUBLIC OF IRELAND OR ANY OTHER JURISDICTION IN
WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE
SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF THE
SECURITIES REFERRED TO HEREIN, IN OR INTO ANY JURISDICTION WHERE SUCH
OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR
QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION.
PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
Further to the announcement released by Bidvest on the Stock Exchange News Services of the JSE
Limited on June 14 2016 regarding the launch of an accelerated bookbuild placing (“the Placing”) of
ordinary shares in Bid Corporation Limited (“BidCorp”), Bidvest is pleased to announce that the
Placing was successfully priced on June 14 2016 and 18,419,929 BidCorp ordinary shares were
placed with qualifying institutional investors at a price of ZAR235.00 per ordinary share (“Placing
Price”). The book was substantially oversubscribed.
The Placing Price represents a discount of 6.0% to the closing price of BidCorp ordinary shares on
June 14 2016.
Bidvest would like to thank all investors that submitted bids and participated in the Placing.
Johannesburg
June 15 2016
Sole Global Coordinator, Joint Bookrunner and Transaction Sponsor
The Standard Bank of South Africa Limited
Joint Bookrunner
Merrill Lynch International
IMPORTANT NOTICE
This announcement is restricted and is not for release, publication or distribution, in whole or in part,
directly or indirectly, in or into the United States, Australia, Canada, Japan, Republic of Ireland or any
other jurisdiction in which such release, publication or distribution would be unlawful or require further
action for such purpose. This announcement is for information purposes only, is not and does not
purport to be full or complete, is subject to change and shall not constitute or form part of an offer,
advertisement or solicitation of an offer to purchase or subscribe for securities in the United States or
any other jurisdiction where it would be unlawful to do so. No reliance may be placed by any person
for any purpose on the information contained in this announcement or its accuracy, fairness or
completeness. Bidvest and the Managers (for themselves and on behalf of their respective affiliates)
expressly disclaims any obligation or undertaking to update, review or revise any of the information
contained in this announcement whether as a result of new information, future developments or
otherwise.
In member states of the European Economic Area (other than the United Kingdom) this
announcement is directed only at persons who are qualified investors (as defined in article 2(1)(e) of
EU directive 2003/71/EC (and the amendments thereto) and the relevant implementing rules and
regulations adopted by each Member State). In the United Kingdom, this announcement is directed
only at the following persons: investment professionals falling within article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); and high net worth
entities, and other persons to whom it may lawfully be communicated, falling within article 49(2)(a) to
(d) of the Order, and such communication will not require any action for such purpose. Persons not
mentioned above should not take any action on the basis of this announcement and should not act or
rely on it.
The Placing Shares offered in terms of the Placing have not been, and will not be, registered under
the United States Securities Act of 1933, as amended (the “Securities Act”), and may not be offered
or sold, directly or indirectly, in the United States, absent registration or an exemption from, or
transaction not subject to, the registration requirements of the Securities Act. There will be no public
offer of Placing Shares in the United States.
Neither this announcement nor the Placing constitutes, or is intended to constitute, an offer to the
public in South Africa in terms of the South African Companies Act, 2008.
The distribution of this announcement and the offering or sale of the Placing Shares in certain
jurisdictions may be restricted by law. No action has been taken by Bidvest or the Managers, or any of
their respective affiliates that would, or which is intended to, permit a public offer of the Placing
Shares in any jurisdiction or possession or distribution of this announcement or any other offering or
publicity material relating to the Placing Shares in any jurisdiction where action for that purpose is
required. Persons into whose possession this announcement comes are required to inform
themselves about and to observe any applicable restrictions.
This announcement has been issued by and is the sole responsibility of Bidvest. 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 Managers or by any of their affiliates or agents (or any of their respective
directors, officers, employees or advisers) as to, or in relation to, the truth, accuracy or completeness
of the information in this announcement (or whether any information has been omitted from this
announcement) or any other written or oral information (including in visual or electronic form) made
available to or publicly available to any interested party or its advisers, or for any loss howsoever
arising from any use of this announcement or its contents or otherwise arising in connection therewith
and any responsibility or liability therefor is expressly disclaimed.
This announcement does not identify or suggest, or purport to identify or suggest, the risks (direct or
indirect) that may be associated with an investment in the Placing Shares. Any investment decision to
buy Placing Shares in the Placing must be made solely on the basis of publicly available information,
which has not been independently verified by the Managers.
The Standard Bank of South Africa Limited, a licensed financial services provider in terms of the
Financial Advisory and Intermediary Services Act and a registered credit provider in terms of the
National Credit Act and Merrill Lynch International, which is authorised by the Prudential Regulation
and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the
United Kingdom, are acting exclusively for Bidvest in connection with the Placing and no one else,
will not regard any other person as their respective clients in relation to the Placing and will not be
responsible to anyone else for providing the protections offered to their respective clients nor for
providing advice in relation to the Placing, the contents of this announcement or any matters referred
to in this announcement.
In connection with the Placing, each of the Managers and any of their affiliates, acting as investors for
their own account, may take up a portion of the shares in the Placing as a principal position and in
that capacity may retain, purchase, sell, offer to sell for their own accounts such shares and other
securities of BidCorp or related investments in connection with the Placing or otherwise. Accordingly,
references to Placing Shares being offered, acquired, placed or otherwise dealt in should be read as
including any issue or offer to, or acquisition, placing or dealing by, the Managers and any of their
affiliates acting in such capacity. In addition, the Managers and any of their affiliates may enter into
financing arrangements (including swaps) with investors in connection with which the Managers and
any of their respective affiliates may from time to time acquire, hold or dispose of shares. The
Managers do not intend to disclose the extent of any such investment or transactions otherwise than
in accordance with any legal or regulatory obligations to do so.
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Date: 15/06/2016 08:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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