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Agreement to Issue Shares for Cash to Verityhurst (Pty) Ltd and Extension of Bookbuild Closing Date
LABAT AFRICA LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1986/001616/06)
(“Labat Africa” or “the Company”)
ISIN Code: ZAE 000018354 Share code: LAB
AGREEMENT TO ISSUE SHARES FOR CASH TO VERITYHURST PROPRIETARY LIMITED
("VERITYHURST”) AND EXTENSION OF BOOKBUILD CLOSING DATE
1. Introduction
Shareholders are referred to the announcement released on the Stock Exchange
News Service (“SENS”) on 5 May 2020 relating to the Company’s intention to raise up
to R112 million through the issue of shares by way of a bookbuild (the “Bookbuild”)
under and in accordance with the Company’s existing General Authority to issue
share for cash granted by shareholders at the annual general meeting held on
17 March 2020 (“General Authority”).
The Board is pleased to announce that the Company has entered into a share
subscription agreement with Verityhurst (“Share Subscription Agreement”) in terms of
which Verityhurst has agreed to subscribe for up to 70 000 000 ordinary shares in
Labat (“Subscription Shares”) for cash in two separate and divisible tranches.
2 Subscription
In term of the Share Subscription Agreement, Verityhurst will subscribe for up to
40 000 000 ordinary shares (“Tranche 1 Subscription Shares”) on or before 10 July 2020
(“Tranche 1 Subscription Effective Date”) at a subscription price of 50 (fifty) cents per
share (“Tranche 1 Subscription Consideration”) for a total consideration of
R20 000 000 and will thereafter subscribe for a further 30 000 000 ordinary shares
(“Tranche 2 Subscription Shares”) on or before 31 August 2020 (“Tranche 2
Subscription Effective Date”) at a subscription price of R1.00 per share (“Tranche 2
Subscription Consideration”). The issue of shares will be at a premium to the 30-day
Volume-Weighted-Average Price prior to the board approval of the General
Authority to issue shares for cash.
The Company shall obtain approval from the JSE for the listing of the Tranche 1
Subscription shares and the Tranche 2 Subscription Shares as soon as possible after
receipt of written confirmation that the respective consideration has been received
into its bank account. Notwithstanding this, should less than the full Tranche 1
Subscription Consideration be received by the Company by the Tranche 1
Subscription Effective Date or less than the full Tranche 2 Subscription Consideration
by the Tranche 2 Subscription Effective Date, then the Company shall apply to list
such number of shares at 50 cents per ordinary share up to R20 000 000 and such
number of shares at R1.00 per ordinary share, calculated based on the cash received
by the Company.
3. Intended use of funds
The Company will use the proceeds of the Subscription Shares for the capital
expenditure and working capital requirements relating to its medical cannabis and
industrial hemp strategic initiatives.
4. Extension of Bookbuild
In light of the interest received by the Company for the Bookbuild and presentations
still ongoing due to COVID-19, the Board has elected to extend the date of the
Bookbuild to 31 August 2020 or such earlier date once the full funding has been
raised.
Johannesburg
26 June 2020
Designated Advisor
Arbor Capital Sponsors
Date: 26-06-2020 05:03:00
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