ATLANTIC LEAF PROPERTIES LIMITED - Atlantic Leaf announces accelerated book build

Atlantic Leaf announces accelerated book build

Atlantic Leaf Properties Limited
(Incorporated in the Republic of Mauritius)
(Registration Number: 119492 C1/GBL)
SEM share code: ALPL.N0000
ISIN: MU0422N00009
JSE share code: ALP
(“Atlantic Leaf” or the “Company”)


ATLANTIC LEAF ANNOUNCES ACCELERATED BOOK BUILD


THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE NOT FOR PUBLICATION,
RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE
UNITED STATES, CANADA, AUSTRALIA, JAPAN OR ANY JURISDICTION IN WHICH IT WOULD BE
UNLAWFUL TO DO SO.

Atlantic Leaf announces an equity raising of up to GBP 20.0 million (equivalent to approximately ZAR340.0 million)
through the issue of new ordinary shares (the “Equity Raise”). The Equity Raise is subject to the requirements of the
Company’s Constitution, the Listings Requirements of the JSE Limited (“JSE”) and the Listing Rules of the Stock
Exchange of Mauritius Ltd (“SEM”).

The Equity Raise is subject to pricing acceptable to the Company and in accordance with the authority provided by
Shareholders of Atlantic Leaf. The Equity Raise will be completed as part of a vendor consideration placing (as
defined under paragraph 5.62 of the JSE Listings Requirements) and, where required, under the Company’s general
authority to issue shares for cash approved by Atlantic Leaf shareholders at the annual general meeting of the
Company held on Monday, 27 June 2016.

The equity raised will be utilised to fund acquisitions, including the recently announced acquisition of the DHL
Supply Chain property in Preston Brook, Runcorn situated within the United Kingdom (announcement released on
21 October 2016) and otherwise in furtherance of the Company’s investment strategies. Atlantic Leaf has prepared an
investor presentation relating to the Equity Raise which can be found on the Company’s website –
www.atlanticleaf.mu (Investor Relations – Presentations).

The Equity Raise will be offered to qualifying investors through an accelerated book build process (the “Book Build”)
conducted on the JSE and SEM. Investors may elect to subscribe for ordinary shares on the South African register in
ZAR or on the Mauritian register in GBP.

All public and non-public investors (as defined under paragraphs 4.25 – 4.26 of the JSE Listings Requirements) may
participate in the vendor consideration placing and only public investors may participate in the Equity Raise under the
Company’s general authority, to the extent available.

The Book Build opens on release of this announcement and the Company reserves the right to close it at any time
thereafter. Pricing and allocations will be announced as soon as practicable following the closing of the Book Build.
For further information relating to the Book Build please contact:

Leaf Capital’s contact details:

Stuart Murless                                      Lauren Knox
stuart.murless@leafcapital.co.za                    lauren@leafcapital.co.za
Tel: (021) 657 1749                                 Tel: (021) 657 1199

Leaf Capital is acting as sole bookrunner for the Equity Raise. The Equity Raise is not an offer to the public as
contemplated under the South African Companies Act, No.71 of 2008 as amended (“Companies Act”) and the
Mauritian Securities Act 2005, nor an offer of securities in any other jurisdiction. Potential investors are only
permitted to apply for shares with a minimum total acquisition cost, per single addressee acting as principal, of
greater than or equal to ZAR1,000,000, unless the potential investor is a person, acting as principal, whose ordinary
business, or part of whose ordinary business, is to deal in securities, whether as principal or agent (in reliance on
Section 96(1)(a)(i) and 96(1)(b) of the Companies Act) or such applicant falls within one of the other specified
categories of persons listed in section 96(1) of the Companies Act.

Investors on the Mauritian register will be eligible to participate, subject to a minimum subscription of GBP20 000
per investor.

Settlement of shares on the South African register and the Mauritian register will take place within the system
administered by STRATE and the Central Depository & Settlement Co. Ltd (“CDS”) respectively.

This announcement is not for publication or distribution or release, directly or indirectly, in the United States of
America (including its territories and possessions, any state of the United States and the District of Columbia). This
announcement does not constitute or form part of an offer or solicitation of an offer to purchase or subscribe for
securities in the United States or any other jurisdiction. The securities referred to herein 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. No public offering of securities is being made in the
United States. This announcement does not and is not intended to constitute an offer to the public in South Africa in
terms of the Companies Act. Neither this announcement nor any copy of it may be taken, transmitted or distributed,
directly or indirectly in or into the United States, Canada, Australia or Japan. This announcement is for information
purposes only and in member states of the European Economic Area (other than the United Kingdom) is directed only
at persons who are qualified investors (as defined in article 2(1)(e) of EU directive 2003/71/EC (the “Prospectus
Directive”) 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 person to whom it may lawfully be communicated, falling within article 49(2)(a) to (d) of the
Order.

This announcement has been issued by and is the sole responsibility of the Company. 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
Leaf Capital (sole bookrunner) or by any of its 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.

FORWARD LOOKING INFORMATION

This announcement includes statements that are, or may be deemed to be, ‘forward-looking statements’. These
forward-looking statements can be identified by the use of forward-looking terminology, including the terms
‘believes’, ‘estimates’, ‘plans’, ‘projects’, ‘anticipates’, ‘expects’, ‘intends’, ‘may’, ‘will’, or ‘should’ or, in each case,
their negative or other variations or comparable terminology. These forward-looking statements include matters that
are not historical facts. They appear in a number of places throughout this announcement and include statements
regarding the current intentions, beliefs or expectations of the directors concerning, among other things, the
Company’s results of operations, financial condition, liquidity, prospects, growth, strategies and the Company’s
markets. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events
and circumstances. Actual results and developments could differ materially from those expressed or implied by the
forward-looking statements. Forward-looking statements may and often do differ materially from actual results. Any
forward-looking statements in this announcement are based on certain factors and assumptions, including the
directors’ current view with respect to future events and are subject to risks relating to future events and other risks,
uncertainties and assumptions relating to the Company’s operations, results of operations, growth strategy and
liquidity. Whilst the directors consider these assumptions to be reasonable based upon information currently
available, they may prove to be incorrect. Save as required by law, the SEM Listing Rules and JSE Listings
Requirements, the Company undertakes no obligation to publicly release the results of any revisions to any forward-
looking statements in this announcement that may occur due to any change in the directors’ expectations or to reflect
events or circumstances after the date of this announcement.

By order of the board.

Atlantic Leaf holds primary listings on both the Official Market of the SEM and on the Alternative Exchange of the
JSE.

27 October 2016

For further information please contact:
Sole Bookrunner and South African corporate advisor
Leaf Capital                                                 +27 21 657 1180
South African JSE sponsor
Java Capital                                                 +27 11 722 3050
Corporate secretary
Intercontinental Trust Limited                               +230 403 0800
SEM authorised representative and sponsor
Perigeum Capital Ltd                                         +230 402 0890

This notice is issued pursuant to the JSE Listings Requirements, SEM Listing Rule 11.3 and the Mauritian Securities
Act 2005. The board of directors of Atlantic Leaf Properties Limited accepts full responsibility for the accuracy of the
information contained in this announcement.

Date: 27/10/2016 08:36:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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