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Declaration Announcement in Respect of the Global Asset Management Limited Renounceable Rights Offer
GLOBAL ASSET MANAGEMENT LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2002/003192/06)
Share Code: GAM ISIN: ZAE000173498
("Global" or “the Company”)
DECLARATION ANNOUNCEMENT IN RESPECT OF THE GLOBAL ASSET MANAGEMENT LIMITED
RENOUNCEABLE RIGHTS OFFER
Shareholders are referred to the announcement published on 3 May 2018 wherein it was
announced that the Company had decided to raise R67 235 340 by way of a renounceable
rights offer (“Rights Offer”) in order to fund the expansion of its waste energy business,
particularly its plastic waste to energy business. In terms of the Rights Offer, Global will offer a
total of 36 740 623 authorised but unissued ordinary shares of no par value (“Rights Offer
Shares”) at a subscription price of R1.83 per rights offer share in the ration of 50 Rights Offer
Shares for every 100 ordinary shares.
The aforementioned Rights Offer Share price represents a premium to the prevailing 30-day
volume weighted average price of the ordinary shares as at 3 May 2018. The Rights Offer
price is at a substantial discount to the net asset value and tangible net asset value of 264.1
cents per share and 211.9 cents per share respectively.
The allocation of Rights Offer Shares will be that Global shareholders will not be allocated a
fraction of a Rights Offer Share and as such any entitlement to a fraction of a Right which:
- is less than one-half of a Rights Offer Share, will be rounded down to the nearest
whole number; or
- 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.
The Rights Offer Shares shall rank pari passu with the existing issued ordinary shares of Global.
A circular to shareholders, in respect of the Rights Offer, together with a form of instruction in
respect of a renounceable (nil paid) letter of allocation, will be published on Friday, 8 June
2018 on Global’s website (www.global-ltd.co.za).
The Rights Offer will not be underwritten.
Rationale for the Rights Offer
Global has continued with its efforts to build up its renewable energy businesses, namely
Plastics Green Energy Proprietary Limited (“PGE”) and Enviroprotek Proprietary Limited
(“EPT”). Whereas good progress has been made on both businesses, during the final
engineering design of the first commercial plastics recycling plant, it became evident that
PGE would require additional capex to achieve its efficiency and return targets. EPT requires
additional capex for oil and carbon product improvements, to pave the way for the next
growth phase of the business.
To facilitate these critical steps in the business development for both PGE and EPT,
management is proposing a rights issue for ordinary Global shares, to have sufficient equity
funding available for both businesses.
Foreign jurisdictions
The Rights Offer does not constitute an offer in any jurisdiction in which it is illegal to make
such an offer and the circular and form of instruction should not be forwarded or transmitted
in any territory other than where it is lawful to make such an offer.
Salient dates and times
2018
Declaration announcement released on SENS on Tuesday, 5 June
Finalisation announcement released on SENS on Thursday, 7 June
Circular, together with form of instruction published on the Friday, 8 June
Global website on
Last day to trade in Global ordinary shares in order to qualify to Tuesday, 12 June
participate in the Rights Offer (cum Rights) on
Shares commence trading ex entitlement at 09:00 on Wednesday, 13 June
Listing and trading of Letters of Allocation on the JSE under the Wednesday, 13 June
JSE code GAMN and ISIN ZAE000258885 at commencement of
trading on
Rights Offer circular and Form of Instruction posted to Thursday, 14 June
certificated shareholders on
Record date for participation in the Rights Offer at the close of Friday, 15 June
trade on
Rights Offer opens at the commencement of trading on Monday, 18 June
Dematerialised shareholders’ accounts at their CSDP or broker Monday, 18 June
automatically credited with Letters of Allocation at 09:00 on
Certificated shareholders’ Letters of Allocation to be credited in Monday, 18 June
dematerialised form to an electronic account held with the
transfer secretaries at 09:00 on
Circular, where applicable, posted to Qualifying Tuesday, 19 June
Dematerialised Shareholders
Last day to trade in Letters of Allocation on the JSE on Tuesday,26 June
Form of Instruction by Certified Shareholders wishing to sell all or Tuesday,26 June
part of their entitlement to be lodged at the Transfer Secretaries
by 12:00 on
Trade in Rights Offer Shares commences on Wednesday,27 June
Listing of Rights Issue shares from commencement of trade on Wednesday, 27 June
Rights Offer closes – payment to be made and Form of Friday, 29 June
Instruction in respect of Letters of Allocation lodged by
certificated shareholders by 12:00 (see note 1) on
Rights Issue shares issued on Monday, 2 July
Dematerialised shareholders’ accounts updated with Rights Monday, 2 July
Offer Shares to the extent accepted and debited with the
relevant costs by their CSDP or broker and new Global share
certificates posted to certificated shareholders (see note 1) on
Share Certificates in respect of Rights Issue shares posted on or Monday, 2 July
about
Results of Rights Offer announcement released on SENS on or Monday, 2 July
about
Dematerialised Shareholders’ accounts updated and debited Wednesday, 4 July
by their CSDP or Broker (in respect of successful excess
applications)
Refunds (if any) to Certified Shareholders in respect of Wednesday, 4 July
unsuccessful excess applications made and share certificates
posted to Certified Shareholders in respect of successful excess
applications
Notes:
1. CSDPs effect payment in respect of Dematerialised Shareholders on a delivery versus
payment method.
2. All times indicated are South African times.
3. Global Shareholders may not dematerialise or rematerialise their Ordinary Shares
between Wednesday, 13 June 2018 and Friday, 15 June 2018 (both days inclusive).
4. The CSDP or broker accounts of Dematerialised Shareholders will be automatically
credited with new Global shares to the extent to which they have accepted the Rights
Offer. Global share certificates will be posted, by registered post at the Shareholders’ risk,
to Certificated Shareholders in respect of the Rights Offer Shares which have been
accepted.
5. CSDPs or brokers effect payment in respect of Dematerialised Shareholders on a delivery
versus payment method.
By order of the Board
Johannesburg
5 June 2018
Sponsor
Arbor Capital Sponsors Proprietary Limited
Date: 05/06/2018 04:41:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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