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Publication of Rights Offer Circular
Brait SE
(Registered in Malta as a European Company)
(Registration No. SE1)
Share code: BAT ISIN: LU0011857645
Bond code: WKN: A1Z6XC ISIN: XS1292954812
LEI: 549300VB8GBX4UO7WG59
("Brait" or the "Company")
This announcement is for information purposes only and does not contain or constitute an offer
of, or the solicitation of an offer to buy, any securities referred to herein to any person in any
jurisdiction, including the United States, Australia, Canada, Japan or South Africa. Neither this
announcement nor anything contained herein shall form the basis of, or be relied upon in
connection with any offer or commitment whatsoever in any jurisdiction.
PUBLICATION OF RIGHTS OFFER CIRCULAR
Further to the Brait rights offer declaration and finalisation announcement released on SENS and the
website of the LuxSE on 21 January 2020, Brait confirms that the Circular to Shareholders relating to
the renounceable Rights Offer in respect of the New Shares (the "Circular") has been published on
Brait’s website (www.brait.com) today, 27 January 2020, and will be posted to qualifying certificated
shareholders on 30 January 2020.
The Circular can be accessed on: http://brait.investoreports.com/investor-relations/results-and-reports/
San Gwann, Malta
27 January 2020
For further information please contact: invest@brait.com
Brait´s primary listing is on the Euro MTF market of the Luxembourg Stock Exchange and its secondary
listing is on the exchange operated by the JSE Limited.
Financial advisor and Sponsor to Brait:
Rand Merchant Bank, a division of FirstRand Bank Limited
International Legal advisor to Brait:
Linklaters LLP
South African Legal advisor to Brait:
DLA Piper Advisory Services Proprietary Limited
Important Notice and Disclaimer
The release, publication or distribution of this announcement in jurisdictions other than South Africa
may be restricted by law and therefore persons into whose possession this announcement comes
should inform themselves about, and observe, any applicable restrictions or requirements. Any failure
to comply with such restrictions may constitute a violation of the securities laws of any such jurisdiction.
To the fullest extent permitted by applicable law, Brait disclaims any responsibility or liability for the
violation of such requirements by any person.
This announcement is for information purposes only and is not intended to and does not constitute, or
form part of, any offer or invitation to purchase, subscribe for or otherwise acquire or dispose of, or any
solicitation to purchase or subscribe for or otherwise acquire or dispose of, any securities in any
jurisdiction. Persons needing advice should consult an independent financial adviser. The information
contained in this announcement is not for release, publication or distribution to persons in any
jurisdiction where to do so might constitute a violation of local securities laws or regulations. The
information in this announcement does not purport to be full or complete and is subject to change
without notice.
Neither this announcement nor the Rights Offer constitutes an "offer to the public" in South Africa in
terms of the South African Companies Act No. 71 of 2008, as amended.
The securities referred to herein have not been and will not be registered under the U.S. Securities Act
of 1933, as amended (the "Securities Act"), or under the securities legislation of any state or other
jurisdiction of the United States or under the applicable securities laws of Australia, Canada or Japan.
The securities referred to herein may not be offered or sold in the United States except pursuant to an
exemption from, or in a transaction not subject to, the registration requirements of the Securities Act
and in compliance with any applicable securities laws of any state or other jurisdiction of the United
States. There has been and will be no public offering of the securities referred to herein in the United
States.
This announcement is only being distributed to and is only directed at: (i) persons who are outside the
United Kingdom; or (ii) investment professionals falling within Article 19(5) of the Financial Services
and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"); or (iii) high net
worth entities falling within Article 49(2)(a) to (d) of the Order; or (iv) persons to whom it may otherwise
lawfully be communicated (all such persons together being referred to as "Relevant Persons"). The
Rights and New Shares are only available to, and any invitation, offer or agreement to subscribe,
purchase or otherwise acquire such rights offer shares will be engaged in only with, Relevant Persons.
Any person who is not a Relevant Person should not act or rely on this announcement or any of its
contents.
In any member state of the European Economic Area (other than the United Kingdom) that has
implemented Regulation (EU) 2017/1129 (the "Prospectus Regulation"), this announcement is only
addressed to and is only directed at qualified investors in that member state within the meaning of the
Prospectus Regulation.
The information in this announcement may not be forwarded or distributed to any other person and may
not be reproduced in any manner whatsoever. Any forwarding, distribution, reproduction, or disclosure
of this information in whole or in part is unauthorised. Failure to comply with this directive may result in
a violation of the Securities Act or the applicable laws of other jurisdictions.
Date: 27-01-2020 03:50:00
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The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
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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,
information disseminated through SENS.
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