Wrap Text
SAC - Accelerated Book Build
SA Corporate Real Estate Limited
(Incorporated in the Republic of South Africa)
(Registration number 2015/015578/06)
Share Code: SAC
ISIN Code: ZAE000203238
("SA Corporate" or the "Company")
REIT status approved
ACCELERATED BOOKBUILD
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES, CANADA, JAPAN OR ANY JURISDICTION IN WHICH IT WOULD BE
UNLAWFUL TO DO SO
SA Corporate advises shareholders of its intention to conduct a placing (the “Placing”) of new ordinary
shares in the Company (the “Placing Shares”), to raise up to ZAR600 million of gross proceeds subject
to pricing acceptable to the Company.
The Placing is being conducted through an accelerated bookbuild process (the “Bookbuild”) which will
be launched immediately following this announcement. Only public investors (as defined under
paragraphs 4.25 - 4.26 of the JSE Limited (“JSE”) Listing Requirements) will be eligible to participate.
The offering of the Placing Shares will be made to (i) selected persons in South Africa falling within one of
the specified categories listed in section 96(1)(a) of the South African Companies Act, No. 71 of 2008, as
amended from time to time (the “Companies Act”); (ii) selected persons in South Africa, acting as
principal, applying to acquire Placing Shares for a total acquisition cost equal to or greater than the
amount contemplated in section 96(1)(b) of the Companies Act, and (iii) selected institutional investors
outside the United States in reliance on Regulation S of the U.S. Securities Act of 1933.
Participation in the Placing is subject to a minimum subscription application of R1 million per applicant.
Absa Corporate and Investment Bank, a division of Absa Bank Limited (“Absa CIB”) is acting as sole
bookrunner and transaction sponsor in connection with the Placing.
The Placing Shares will be issued by SA Corporate under and in accordance with its existing general
authority to issue shares for cash, granted and approved by shareholders at the annual general meeting
of SA Corporate held on 19 May 2017.
Use of Proceeds
The net proceeds of the Placing will be utilised by the Company to fund acquisitions and/or capital
expenditure.
The Placing
The Bookbuild will open with immediate effect following this announcement. The timing of closing of the
book will be at the absolute discretion of SA Corporate.
SA Corporate has entered into a placing agreement (the “Placing Agreement”) with Absa CIB, as
bookrunner in relation to the Placing.
Details of the number of Placing Shares and the Placing price will be announced on the Stock Exchange
News Service of the JSE as soon as practicable after the close of the Bookbuild.
When issued, the Placing Shares will be credited as fully paid and will rank pari passu in all respects with
the existing ordinary shares of no par value each in the share capital of the Company, including the right
to receive all dividends and other distributions declared, made or paid on or in respect of such shares
after the date of issue of the Placing Shares.
Application will be made for the Placing Shares to be listed on the JSE with effect from Wednesday,
5 July 2017.
Absa CIB contact details:
Matthew Duggan
Tel: +27 11 895 6000
29 June 2017
Sole Bookrunner and Transaction Sponsor
Absa Bank Limited (acting through its Corporate and Investment Banking division)
Legal Counsel to the Bookrunner
Bowman Gilfillan Inc.
Sponsor
Nedbank Corporate and Investment Banking
The equity raise is not an offer to the public. Participation in the equity raise is reserved for invited
investors only and subject to the terms and conditions provided to the invited investors. 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), Australia, Canada, Japan or any other jurisdiction in which such release, publication or
distribution would be unlawful.
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 South
African Companies Act 71 of 2008 as amended ('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 persons to whom it may lawfully be communicated, falling within article 49(2)(a) to (d)
of the Order.
Nothing in this announcement should be viewed, or construed, as "advice", as that term is used in the
South African Financial Markets Act, 2012, and/or South African Financial Advisory and Intermediary
Services Act, 2002, by Absa CIB.
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 Absa CIB 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.
This announcement does not purport to identify or suggest the risks (direct or indirect) which may be
associated with an investment in the Placing Shares. Any investment decision to acquire securities
pursuant to the Placing must be made solely on the basis of publicly available information. Any such
information has not been independently verified by Absa CIB.
Absa CIB is acting for SA Corporate and no one else, in connection with the Placing and will not be
responsible to anyone other than SA Corporate for providing the protections afforded to the respective
clients of Absa CIB, nor for providing advice to any other person in relation to the Placing or any other
matter referred to herein.
In connection with the Placing of the Placing Shares, Absa CIB and any of its affiliates acting as an
investor for its own account may take up a portion of the Placing Shares as a principal position and in that
capacity may retain, purchase or sell for their own account such Placing Shares. In addition they may
enter into financing arrangements and swaps with investors in connection with which they may from time
to time acquire, hold or dispose of Placing Shares. They do not intend to disclose the extent of any such
investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so.
The Placing Shares to be issued pursuant to the Placing will not be admitted to trading on any stock
exchange other than the JSE.
Date: 29/06/2017 05:09:00 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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