Wrap Text
Finalisation announcement and terms of the fully committed renounceable Phumelela rights offer
Phumelela Gaming & Leisure Limited
(Registration number 1997/016610/06)
(Incorporated in the Republic of South Africa)
Share Code: PHM ISIN: ZAE000039269
(“Phumelela” or the “Company”)
NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS
UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT
FINALISATION ANNOUNCEMENT AND TERMS OF THE FULLY COMMITTED RENOUNCEABLE PHUMELELA
RIGHTS OFFER
Phumelela shareholders (“Shareholders”) are referred to the announcement released on the Stock Exchange News
Service (“SENS”) of the JSE Limited (“JSE”) on Tuesday, 10 January 2017 in respect of the fully committed
renounceable rights offer of R284 million (“Rights Offer”) in terms of which Phumelela will offer a total of 16 331 225
Rights Offer shares (“Rights Offer Shares”) at a price of R17.39 per Rights Offer Share (“Rights Offer Issue Price”) in
the ratio of 21.91067 Rights Offer Shares for every 100 existing Phumelela shares held on the record date for the
Rights Offer, being Friday, 20 January 2017.
Shareholders are advised that the Rights Offer is unconditional and accordingly the Rights Offer may now be
implemented.
The proposed salient dates and times in respect of the Rights Offer are set out below:
2017
Declaration date announcement released on SENS on Tuesday, 10 January
Declaration date announcement published in the press on Wednesday, 11 January
Finalisation date announcement released on SENS on Wednesday, 11 January
Finalisation date announcement published in the press on Thursday, 12 January
Last day to trade in Phumelela Shares in order to participate in the Rights Offer Tuesday, 17 January
Listing and trading of letters of allocation on the JSE under JSE code: PHMN and ISIN: Wednesday, 18 January
ZAE000231437
Phumelela Shares commence trading on the JSE ex-Rights Offer entitlement Wednesday, 18 January
Rights Offer Circular and form of instruction distributed to certificated shareholders Thursday, 19 January
Record date for determination of Shareholders entitled to participate in the Rights Offer Friday, 20 January
(Initial Record Date)
Dematerialised Shareholders will have their accounts at their CSDP or broker Monday, 23 January
automatically credited with their entitlement
Certificated Shareholders on the register will have their entitlement credited to their Monday, 23 January
accounts held with the transfer secretaries
Rights Offer opens at 09:00 Monday, 23 January
Rights Offer circular distributed to those dematerialised Shareholders who have Tuesday, 24 January
elected to receive documents in hard copy
Last day to trade letters of allocation on the JSE Tuesday, 31 January
Rights Offer Shares listed and trading therein commences on the JSE Wednesday, 1 February
Payment to be made and Form of Instruction to be lodged with the transfer Friday, 3 February
secretaries by certificated Shareholders by 12:00
Rights Offer closes at 12:00 Friday, 3 February
Record date for letters of allocation (Final Record Date) Friday, 3 February
Rights Offer Shares issued Monday, 6 February
Dematerialised Shareholders’ accounts updated and debited by CSDP or broker (in Monday, 6 February
respect of payment for Rights Offer Shares)
Certificates distributed to certificated Shareholders (in respect of the Rights Offer Monday, 6 February
Shares)
Results of Rights Offer announced on SENS Monday, 6 February
Results of Rights Offer announced in the press Tuesday, 7 February
Refunds (if any) to certificated Shareholders in respect of unsuccessful excess Wednesday, 8 February
applications made
Dematerialised Shareholders’ accounts updated and debited by their CSDP or broker Wednesday, 8 February
(in respect of successful excess applications)
Certificates distributed to certificated Shareholders (in respect of successful excess Wednesday, 8 February
applications)
1. All references to dates and times are to local dates and times in South Africa.
2. Dematerialised Shareholders are required to inform their CSDP or Broker of their instructions in terms of the Rights Offer in the manner
and time stipulated in the agreement governing the relationship between the Shareholder and their CSDP or Broker.
3. Share certificates may not be dematerialised or rematerialised between 18 January 2017 and 20 January 2017, both days inclusive.
4. Dematerialised Shareholders will have their accounts at their CSDP or Broker automatically credited with their rights and Certificated
Shareholders will have their rights credited to their accounts at the Transfer Secretaries.
5. CSDPs effect payment in respect of Dematerialised Shareholders on a delivery-versus-payment method.
6. If you do not wish to subscribe for all of the Rights Offer Shares allocated to you, you may sell or renounce your rights or allow them to
lapse. In such event, you must complete the relevant section of the Form of Instruction and return it to the transfer secretaries to be received
by no later than 12:00 on Tuesday, 31 January 2017, if you wish to sell, and by no later than 12:00 on Friday, 3 February 2017, if you
renounce your rights.
The allocation of Rights Offer Shares will be such that Shareholders will not be allocated a fraction of a Rights Offer
Share and as such any entitlement to receive a fraction of a Rights Offer Share which:
- is less than one-half of a Rights Offer Share, will be rounded down to the nearest whole number; and
- is equal to or greater than one-half of a Rights Offer Share but less than a whole Rights Offer Share, will be
rounded up to the nearest whole number.
Further details of the Rights Offer and commitments received will be set out in the circular to Shareholders (“Rights
Offer Circular”) which is expected to be distributed to certificated Shareholders on Thursday, 19 January 2017 and to
dematerialised shareholders on Tuesday, 24 January 2017. The Rights Offer Circular will be made available on the
Company’s website www.phumelela.com from Tuesday, 17 January 2017.
Johannesburg
11 January 2017
Financial Advisor and Sponsor
Investec Bank Limited
Corporate Law Advisor
Roodt Inc.
Date: 11/01/2017 02:31:00 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.