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Announcement – Unconditional Mandatory Offer
BRIKOR LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1998/013247/06)
(Share Code: BIK ISIN Code: ZAE000101945)
("Brikor" or "the Company")
Announcement – Unconditional Mandatory Offer
1. INTRODUCTION
Shareholders are referred to the Firm Intention Announcement released on SENS on
12 September 2023 ("Firm Intention Announcement") and the further announcements
dated 16 October 2023 and 10 October 2023 in which it was advised that Nikkel Trading 392
(Pty) Limited ("Nikkel Trading") had acquired additional Brikor shares at a price of 17 cents
per Brikor share so that Nikkel Trading now owns 68.01% of the entire issued share capital of
Brikor.
In the Firm Attention Announcement shareholders were advised that as Nikkel Trading
acquired more than 35% of the entire issued share capital of the Company, Nikkel Trading is
required to make a mandatory offer to all the remaining shareholders of the Company
("Mandatory Offer") pursuant to section 123 of the Companies Act, No.71 of 2008 , for a cash
offer consideration of 17 cents per Brikor ordinary share .
Shareholders are referred to the SENS announcement dated 1 December 2023 advising
shareholders that the offer circular in relation to the Mandatory Offer has been distributed to
shareholders.
The Mandatory Offer is now unconditional.
2. TIMETABLE
The timetable relating to the Mandatory Offer is set out below:
2023/2024
Opening Date of the Offer at 09:00 on Monday, 4 December
Announcement declaring the Offer unconditional (including the Monday, 4 December
timetable in respect of the Offer and Closing Date) published on
SENS
Earliest Payment Date from Tuesday, 12 December
TRP compliance certificate expected on Tuesday, 9 January
Finalisation date announcement (including the timetable in
respect of the Offer and Closing Date) published on SENS
Tuesday, 9 January
Last Day to Trade for Shareholders wishing to accept the Offer
Tuesday, 16 January
Shares trade "ex" the Offer Wednesday, 17 January
Record Date for Shareholders to accept the offer Friday, 19 January
Closing Date of Offer at 12:00 on Friday, 19 January
Results of Offer to be announced on SENS Monday, 22 January
Last Payment Date Monday, 22 January
Notes:
• Certificated Shareholders are required to complete and return the attached Form of
Acceptance (pink) in accordance with the instructions contained therein to be received by
the Transfer Secretaries by no later than 12:00 on the Closing Date.
• Any change to the above dates and times will be agreed upon by Brikor and Nikkel Trading,
approved by the JSE and the TRP (as required), and announced on SENS, provided that
any extension of the Closing Date shall be at Nikkel Trading's sole discretion.
• No Dematerialisation or rematerialisation of Shares will take place between the trading ex-
date, Wednesday, 17 January 2024 and the Record Date for the Offer, Friday, 19 January
2024 (both days inclusive).
• Offerees should note that acceptance of the Offer will be irrevocable.
• Although the above important dates and times are stated to be subject to change, such
statement shall not be regarded as consent or dispensation for any change to time periods
which may be required in terms of the Companies Act, the Takeover Regulations, and the
Listings Requirements, where applicable, and any such consents or dispensations must be
specifically applied for and granted.
• All times referred to in this Circular are references to South African Standard Time.
• In accordance with regulation 102(12) of the Takeover Regulations, the Offer Consideration
must be settled within six Business Days after the later of: (i) the Finalisation Date; and
(ii) acceptance thereof by a holder. Accordingly, the latest Payment Date will be by no later
than Monday, 22 January 2024.
3. DIRECTORS RESPONSIBILITY STATEMENT
3.1 Nikkel Trading, insofar as the information in this Announcement relates to Nikkel Trading:
• accepts full responsibility for the accuracy of the information contained in this
Announcement;
• confirms that, to the best of its knowledge and belief, the information in this
Announcement is true and correct; and
• confirms that this Announcement does not omit anything likely to affect the
importance of the information disclosed.
3.2 The Brikor Independent Board, insofar as the information in this Announcement relates to
Brikor:
• accepts full responsibility for the accuracy of the information contained in this
Announcement;
• confirms that, to the best of its knowledge and belief, the information contained
in this Announcement is true and correct; and
• confirms that this Announcement does not omit anything likely to affect the
importance of the information disclosed.
4 December 2023
Nigel
Designated Advisor
Exchange Sponsors
Date: 04-12-2023 08:43:00
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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
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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