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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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