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VUKILE PROPERTY FUND LIMITED - Public announcement - Posting of offer document and salient dates and times of mandatory offer to ALP shareholders

Release Date: 03/11/2017 13:45
Code(s): VKE     PDF:  
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Public announcement - Posting of offer document and salient dates and times of mandatory offer to ALP shareholders

VUKILE PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2002/027194/06)
JSE share code: VKE NSX share code: VKN
ISIN: ZAE000180865
(Granted REIT status with the JSE)
(“Vukile”)

PUBLIC ANNOUNCEMENT
POSTING OF OFFER DOCUMENT AND SALIENT DATES AND TIMES OF MANDATORY OFFER TO THE SHAREHOLDERS OF ATLANTIC LEAF PROPERTIES

Shareholders of Atlantic Leaf Properties Limited (“Atlantic Leaf”) are referred to the public announcement made by
Vukile on 20 September 2017 wherein Atlantic Leaf shareholders were advised that Vukile’s shareholding in Atlantic
Leaf increased to 65 951 117 Atlantic Leaf shares constituting 34.9% of the enlarged issued share capital of Atlantic
Leaf, resulting in Vukile’s shareholding in Atlantic Leaf exceeding 30% of all voting shares in Atlantic Leaf. This
imposes an obligation on Vukile under Rule 33 of the Securities (Takeover) Rules of Mauritius 2010 (the “Securities
Takeover Rules”) to make a mandatory offer (“the offer”) for all the voting shares in Atlantic Leaf not already
owned by Vukile (the “offer shares”). The offer is for a cash consideration of R17.60 per Atlantic Leaf share,
calculated in accordance with Rule 14(2) of the Securities Takeover Rules.
An offer document (the “offer document”) has been issued to Atlantic Leaf shareholders. Copies of the offer
document may be obtained from the offices of Vukile (One-on-Ninth, corner Glenhove and Ninth Street, Melrose
Estate, 2196 South Africa), Atlantic Leaf’s South African transfer secretaries (Rosebank Towers, 15 Biermann
Avenue, Rosebank, 2196, South Africa) and C&A Law (Suite 1005, Level 1, Alexander House, 55 Cybercity, Ebene,
72201, Mauritius) during normal business hours from 3 November 2017 to 8 December 2017. The offer document is
also available on Vukile’s website (www.vukile.co.za.).

SALIENT DATES AND TIMES

                                                                                                              2017
Firm intention announcement published on SENS                                              Wednesday, 20 September
Record date in order to receive the offer document                                              Friday, 27 October
Vukile offer document issued to Atlantic Leaf shareholders and announced on SENS
and the SEM                                                                                     Friday, 3 November
Offer opens (09:00)                                                                             Friday, 3 November
Anticipated date Atlantic Leaf offeree response document issue to Atlantic Leaf
shareholders announced on SENS and the SEM                                                  Wednesday, 21 November
Last day to trade in Atlantic Leaf shares in order to participate in the offer                 Tuesday, 5 December
Atlantic Leaf shares trade “ex” the mandatory offer                                          Wednesday, 6 December
Record date to determine which Atlantic Leaf shareholders may accept the mandatory
offer                                                                                           Friday, 8 December
Offer closes at 12:00 on (the “closing date”)                                                   Friday, 8 December
Results of mandatory offer to be announced on SENS and the SEM                                 Monday, 11 December
Offer consideration credited to dematerialised SA shareholders’ account at his CSDP            Monday, 11 December
or broker as per note 6 below with last payment on                                                See note 6 below
Offer consideration transferred or posted to certificated SA shareholders (subject to
receipt by Atlantic Leaf’s SA transfer secretaries of documents of title on or prior to
12:00 on the closing date and a duly completed form of acceptance surrender and                Monday, 11 December
transfer) as per note 6 below with last payment on                                                See note 6 below
Trade date for Mauritian shareholders                                                          Monday, 11 December
                                                                                                  See note 7 below
Results of mandatory offer to be published in the press                                       Tuesday, 12 December
Offer consideration credited to Mauritian shareholders’ CDS account as per note 8 and        Thursday, 14 December
9 below with last payment on                                                                See note 8 and 9 below
                                                             
Notes:
1. Certificated Atlantic Leaf shareholders who hold their shares on the SA sub-register are required to complete and
   return the form of acceptance, surrender and transfer for use by South African certificated shareholders attached to
   the offer document in accordance with the instructions contained therein to be received by Atlantic Leaf’s SA
   transfer secretaries by no later than 12:00 on the closing date.
2. Atlantic Leaf shareholders who hold their shares on the Mauritian sub-register are required to complete and return
   the form of acceptance, surrender and transfer for use by Mauritian shareholders attached to the offer document in
   accordance with the instructions contained therein to be received by Atlantic Leaf’s Mauritian company
   administrator by no later than 12:00 on the closing date.
3. Any change to the above dates and times will be agreed upon by Vukile and advised to Atlantic Leaf shareholders
   by release on SENS and the SEM and publication in the Mauritian press. All times indicated above are South
   African times.
4. No dematerialisation or rematerialisation of Atlantic Leaf shares will take place between the first day after the last
   day to trade and the record date, both days inclusive.
5. The Atlantic Leaf shares that will be acquired from offer participants will be acquired cum any distribution on the
   Atlantic Leaf shares in respect of which the record date for participation in such distribution occurs on or after the
   opening date, which includes the interim distribution to Atlantic Leaf for the period 1 March 2017 to 31 August
   2017.
6. For shareholders who hold their Atlantic Leaf shares on the SA sub-register the offer consideration will be settled
   in cash within 6 business days of acceptance of the mandatory offer, with the last payment being made on
   Monday, 11 December 2017.
7. For shareholders who hold their Atlantic Leaf shares on the Mauritian sub-register the ZAR:GBP exchange rate
   used for purposes of payment of the offer consideration to them will be determined on the business day
   immediately prior to the trade date, being within 6 business days of acceptance of the mandatory offer, with the
   last trade date being Monday, 11 December 2017. For the avoidance of doubt, all exchange rate risk shall be
   borne by Mauritian shareholders accepting the offer.
8. For shareholders who hold their Atlantic Leaf shares on the Mauritian sub-register the offer consideration will be
   settled in cash within 9 business days of acceptance of the mandatory offer, with the last payment being made on
   Thursday, 14 December 2017.
9. The offer consideration is in ZAR. As Atlantic Leaf shares are traded in GBP in Mauritius, the offer consideration
   will be paid to Mauritian shareholders in GBP at the prevailing ZAR:GBP exchange rate on the business day
   immediately prior to date of payment of the offer consideration, as determined by the Atlantic Leaf’s Mauritian
   company administrator.

3 November 2017


Corporate advisor and JSE sponsor                     NSX sponsor                      Legal advisor to Vukile as to
Java Capital                                          IJG Securities (Pty) Ltd         Mauritian law

                                    

Date: 03/11/2017 01:45:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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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,
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