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Abridged prospectus - 4Sight Holdings Limited
4SIGHT HOLDINGS LIMITED
(Incorporated in the Republic of Mauritius)
(Registration number: C148335 C1/GBL)
(“4Sight Holdings” or “the Company”)
ISIN Code: MU0557S00001 JSE Code: 4SI
ABRIDGED PROSPECTUS RELATING TO THE LISTING OF 4SIGHT HOLDINGS LIMITED
1. BACKGROUND ON THE PROSPECTUS
The board of directors of 4Sight Holdings (“the Directors”) is pleased to announce the issue of a
Prospectus prepared and issued in terms of the JSE Listings Requirements and the South African
Companies Act, 2008 (No. 71 of 2008), as amended (“the SA Companies Act”), relating to a private
placement (“Private Placement”) for subscription of 4Sight Holdings ordinary shares (“Offer Shares “)
by way of:
- a private placing of up to 120 000 000 shares at an indicative price of between R1.80 and R2.20 per
Offer Share determined at the prevailing USD:ZAR exchange rate at 12:00 South African time on
Thursday, 12 October 2017;
- a preferential offer of up to 30 000 000 shares at an indicative price of between R1.80 and R2.20 per
Offer Share to be determined at the prevailing USD:ZAR exchange rate at 12:00 SA time on
Thursday, 12 October 2017; and
- the subsequent listing of all the issued shares of the Company by way of a primary listing on the
Alternative Exchange (“AltX”) of the JSE.
It is noted that the Company may increase the number of Offer Shares (placed within the offer price
range, being between R1.80 and R2.20) if so determined by the Directors. Should the increase of Offer
Shares result in a material change to the pro forma financial information contained in the Prospectus,
such changes will be reviewed by the Company’s Reporting Accountant and published on the Stock
Exchange New Service (SENS) of the JSE Limited (“JSE”). The above price range for the Private
Placement will be between R1.80 and R2.20 per share. The price range is indicative only and may
change during the course of the Private Placement, and the prices may be set within, above or below
the range. The initial price of the Private Placement will be determined by the Company following a
book building process.
Opening date of the Private Placement (comprising the
Private Placing and Preferential Offer) and announced on Thursday, 21 September 2017
SENS at 12h30 on
Closing date of the Private Placement (comprising the
Private Placing and Preferential Offer) at 12h00 on* Thursday, 12 October 2017
Anticipated listing date on AltX at commencement of
trade at 9h00 on Thursday, 19 October 2017
*Shareholders wishing to subscribe for Offer Shares in dematerialised form must advise their Central
Securities Depository Participant (“CSDP”) or broker of their acceptance of the Private Placement of
Offer Shares in the manner and within the cut-off time stipulated by their CSDP or broker.
In the event of an over-subscription in terms of the Private Placement, the Directors will adjust the
allocation of applicants on an equitable basis in accordance with paragraph 5.18 of the JSE Listings
Requirements. The Offer Shares placed in terms of the Prospectus will rank pari passu with the existing
ordinary shares in 4Sight Holdings and rank equally as to voting, share in profits, dividends and
distributions.
Immediately prior to the listing, the issued share capital of 4Sight Holdings will comprise 336 867 001
ordinary no par value shares. Assuming that 150 000 000 shares are issued in terms of the Private
Placement, immediately after the Private Placement and the listing on the JSE, the issued share capital
of the company will comprise 486 867 001 shares of no par value. The anticipated market capitalisation
of the company will be approximately USD75 million (approximately ZAR973 million).
The JSE has granted 4Sight Holdings a listing in respect of up to 486 867 001 ordinary shares on its
Alternative Stock Exchange (“AltX”) under the abbreviated name “4Sight”, share code “4SI” and ISIN
Code MU0557S00001. It is anticipated that the listing of the ordinary shares on AltX under the Information
Technology sector will become effective from the commencement of business on or about
Thursday, 19 October 2017 or such later date as granted by the JSE. The listing is considered to be an
inward listing on the JSE by a foreign company.
The Private Placement has not been underwritten and the Company does not have any Treasury Shares
or debentures in issue.
Applications for ordinary shares in 4Sight Holdings must be for a minimum of 2 000 ordinary shares, and in
multiples of 100 ordinary shares thereafter. Fractions of shares in 4Sight Holdings will not be issued. The
ordinary shares in 4Sight Holdings will be tradable on the JSE in dematerialised form only and, as such, all
investors who elect to receive their ordinary shares in 4Sight Holdings in certificated form, will have to
dematerialise their certificated Shares should they wish to trade therein.
The Company’s Designated Advisor, Auditors and Reporting Accountants, Attorney, Commercial Banker
and Transfer Secretaries, whose names are set out below, have given and have not, prior to registration,
withdrawn their written consents to the inclusion of their names in the capacities stated.
A copy of the Prospectus has been registered by the Commissioner in South Africa on 21 September
2017 in terms of sections 99(2), 96(1)(b) read together with regulation 45 of the SA Companies Act.
2. INCORPORATION AND NATURE OF BUSINESS
4Sight Holdings is a public company, newly incorporated in accordance with the laws of the
Republic of Mauritius specifically for the listing. 4Sight Holdings was established as a diversified
holding company with a core focus on providing decision support technology solutions that
enable, inter alia, intelligent pricing and decisions across various industries.
During June 2017, 4Sight Holdings concluded the acquisition of the entire issued share capital of
Digitata Limited (“Digitata Mauritius”), which became the Company’s first wholly-owned subsidiary
ahead of the listing with effect from 1 July 2017. Digitata Mauritius operates mainly in the
telecommunications industry, specialising in the “Internet-of-Things”, Big Data, Machine Learning
(“ML”), Artificial Intelligence (“AI”), block-chain technology, and data science. A full description of
the Digitata Mauritius business is set out in paragraph 1.3.2.1of the Prospectus.
4Sight Holdings’ business model follows an acquisitive and organic growth strategy. The acquisition
strategy provides for the acquisition of existing business entities with deep skills in data science and
real-time decision-making solutions, while the growth strategy focuses on leveraging existing
technology capabilities across new business vertical applications within the group. The group
currently delivers real-time dynamic pricing solutions to the telecommunications sector, with real-
time processing optimization services for the basic materials, energy, and utilities business sectors to
follow in the next 12 months.
4Sight Holdings is overseen by the Directors, comprising executive and non-executive Directors. The
Chief Executive Officer and Financial Director are responsible for the day to day management of
the Company whilst, the rest of the Board provides strategic direction to the Group and will ensure
that good corporate governance practices are adhered to in accordance with King III/IV and the
JSE Listings Requirements.
The management team of the 4Sight Group focuses on the group strategy, investment, and brand
building for the group. Each of the subsidiaries, including future businesses to be acquired, will focus
on and manage its own business portfolio and brand and will also have its own board that will
report back to the 4Sight Holdings’ Board, with subsidiary CEOs having dotted reporting lines to the
4Sight Holdings’ management team
The Company will list on AltX in the FTSE classified “Nonequity Investment Instruments” sector of the
JSE lists.
3. PURPOSE OF THE OFFER
The rationale for the listing of 4Sight Holdings on the AltX is set out below:
The listing of 4Sight Holdings on the AltX supports the Company’s aim of creating an international
technology group that is run by exceptional individuals with entrepreneurial expertise, as supported
by four key listing value drivers, being:
- Access to funding for:
- Acquisitions;
- Development and go-to-market of internal products; and
- Incubator projects in various stages of development
- Visibility: Increased exposure to the markets, with analyst coverage raising the profile of the
company;
- Credibility: Our customer base is dominated by corporates. They seek a secure and credible
supplier and being listed on the JSE provides this credibility; and
- Talent attraction from a global network pool due, in part, to the visibility of the listing, but also
from having greater opportunities to engage with the media.
The key drivers will all result in accelerated growth which, in turn, will drive shareholder value.
The Company wishes to raise up to R300 000 000 through the AltX Listing, of which approximately
R52 000 000 ($4 000 000) will be used to settle, the cash amounts owed by Digitata Mauritius as
disclosed in annexure 10 of the Prospectus. The balance will be used for expansion, primarily by
way of acquisitions both in South Africa and internationally with up to R60 000 000 for various
incubator projects that are expected to yield worldwide revenue over time. A portion of the funds
will be used to settle costs associated with the capital raising as the majority of the costs associated
with listing have been settled at the date of the Prospectus. The capital will primarily be raised in
South Africa.
As at the date of the Prospectus, 4Sight Holdings is not listed on any Stock Exchange.
4. FINANCIAL INFORMATION
Historical Financial Information
4Sight Holdings was newly incorporated at the end of June 2017 for purposes of the listing on the
JSE and the acquisition of 100% of Digitata Mauritius was effective from 1 July 2017. Accordingly,
4Sight Holdings does not have historical financial information.
Digitata Mauritius is regarded as a substantial acquisition in terms of the JSE Listings Requirements
and has been established for over 10 years. A reporting accountants report on the last three years
of Digitata Mauritius is included in the Prospectus.
An extract of the consolidated historical financial information for the three years ended 31
December 2016, 31 December 2015 and 31 December 2014 is set out below.
The statement of Comprehensive Income reflects the results of the operations of Digitata Mauritius
for the years ended 31 December 2016, 2015 and 2014.
In 2015, the ratio of cost of sales and operating expenses changed from 2014 due to the acquisition
of a controlling interest in Digitata South Africa, which had previously been a supplier.
In December 2015, the Nigeria Communication Commission (NCC) imposed a USD5.2 billion fine on
one of Digitata’s global customers, which hindered the company’s growth.
(http://www.profile.co.za/irsites/mtngroup/archive/259615.htm)
This had an immediate impact on revenue in that revenue from this group declined in 2016 by 55%.
In addition, in prior years the global channel partner contributed about half of the turnover, but this
dropped to 20% in the 2016 fiscal year. During the last few months of 2016 the global channel
partner had gone through major internal re-organisations and as Digitata Mauritius’ revenue is
insignificant in the total performance of the partner, the Digitata solution was not prioritized.
In 2015 a concerted effort was put in place to grow the in-house commercial team and to place
more effort on the direct channel. To this effect a Chief Commercial Officer was appointed in April
2015 with a key mandate to grow the sales force and activate the direct channel within the
Americas and Asia region, which was previously handled by the global channel partner with
support from Digitata Mauritius.
Consolidated Statement of Financial Position (Figures in US Dollars)
2016 2015 2014
USD USD USD
Assets
Property, plant and equipment 2 209 793 1 932 884 35 876
Intangible assets 1 641 390 1 520 288 983 867
Goodwill 1 988 528 1 988 528 -
Investment in associate - 452 197 414 798
Other financial assets 480 167 - -
Deferred tax asset 607 566 340 559 800
6 927 444 6 321 086 1 435 341
Current assets
Other financial assets 37 312 86 630 -
Trade and other receivables 4 524 333 9 088 651 16 364 663
Cash and cash equivalents 7 178 584 9 114 459 4 680 604
11 740 229 18 203 110 21 045 267
Total assets 18 667 673 24 524 196 22 480 608
Equity and Liabilities
Capital and reserves
Stated capital 10 000 10 000 10 000
Retained reserves 8 461 554 13 595 311 9 592 521
Foreign currency translation (565 246) (650 947) -
reserve
Equity attributable to owners of 7 906 308 12 954 364 9 602 521
the parent
Non-controlling interests 3 422 267 3 319 820 4 707
Total equity 11 328 575 16 274 184 9 607 228
Non-current liabilities
Deferred income 1 531 143 2 391 013 3 664 082
Borrowings 446 674 477 188 -
Deferred tax liabilities 5 798 10 048 -
1 983 615 2 878 249 3 664 082
Current liabilities
Deferred income 918 686 896 630 2 544 556
Borrowings 105 340 79 992 -
Trade and other payables 4 331 457 4 395 141 6 664 742
5 355 483 5 371 763 9 209 298
Total liabilities 7 339 098 8 250 012 12 873 380
Total equity and liabilities 18 667 673 24 524 196 22 480 608
Number of shares in issue 3 000 000 3 000 000 3 000 000
Net asset value per share (cents) 264 432 320
Net Tangible asset value per 143 315 287
share (cents)
Consolidated Statement of Comprehensive Income (Figures in US Dollars)
2016 2015 2014
USD USD USD
Revenue 10 393 375 18 469 373 18 033 035
Cost of sales (1 324 195) (4 914 919) (7 622 527)
Gross Profit 9 069 180 13 554 454 10 410 508
Other Income 2 639 227 294 -
Operating expenses (13 485 434) (9 053 529) (7 397 786)
Operating (loss)/ profit (4 413 615) 4 728 219 3 012 722
Finance income 51 469 62 580 15 172
Finance cost (450 917) - (204 031)
Equity accounted post acquisition - (9 778) (5 189)
losses
(Loss)/profit before taxation (4 813 063) 4 781 021 2 818 674
Taxation (733 623) (1 192 909) (350 764)
(Loss)/profit for the year (5 546 686) 3 588 112 2 467 910
(Loss)/profit for the year attributable
to:
Owners of the parent (5 149 415) 4 002 790 2 470 151
Non-controlling interests (397 271) (414 678) (2 241)
(5 546 686) 3 588 112 2 467 910
Other comprehensive income:
Item that may be reclassified
subsequently to profit or loss
Currency translation differences 585 419 (652 592) -
Total comprehensive (loss)/income for (4 961 267) 2 935 520 2 467 910
the year
Total comprehensive (loss)/income for the year
attributable to:
Owners of the parent (5 063 714) 3 351 843 2 470 151
Non-controlling interests 102 447 (416 323) (2 241)
(4 961 267) 2 935 520 2 467 910
(Loss)/ Earnings per share (cents) (171.64) 133.42 82.33
Dilutive (loss)/ earnings per share (171.64) 133.42 82.33
(cents)
Weighted average number of shares 3 000 000 3 000 000 3 000 000
in issue
Profit Forecast
The profit forecasts of 4Sight Holdings are presented for the periods ending 31 December 2017 and
31 December 2018. It should be noted that 4Sight Holdings was only incorporated at the end of
June 2017 for purposes of the listing and accordingly the first reporting period to 31 December 2017
is only for six months. The profit forecast does not include any of the targeted acquisitions and only
comprises the existing 4Sight Holdings and Digitata Mauritius group, The full set of assumptions
relating to the profit forecast are contained in Annexure 7 of the Prospectus.
Six month
period ending Year ending
31-Dec-17 31-Dec-18
USD USD
Revenue 12 465 316 26 362 879
Cost of Sales (2 023 198) (6 989 185)
Gross Profit 10 442 118 19 373 694
Other Income 5 251 3 323
Operating Expenses (6 998 590) (15 440 112)
Operating Profit 3 448 778 3 936 904
Finance cost (31 793) (233 632)
Finance Income 9 844 29 884
Profit before taxation 3 426 829 3 733 156
Taxation (939 823) (1 086 912)
Profit after taxation 2 487 005 2 646 244
Non-controlling interests 710 134 239 822
Profit attributable to owners of the parent 1 776 871 2 406 422
For the 2017 and 2018 period the DTS stream contributes 72% and 66% respectively for the forecast
turnover. The 2017 forecast turnover for DTS is 15% lower than the turnover achieved for 2015 and
shows a 63% growth from the 2016 financials, which turnover was negatively impacted in 2016 as
explained further below. For 2018 the DTS forecasted revenue is 63% below the 2015 revenue and
shows a growth of 14% from the 2017 forecast revenue. The 14% growth from 2017 to 2018 is mainly
contributable to the increase in Support and maintenance revenue which is directly correlated to
the increase in the clientele base. The 2018 revenue compromises of 64% in existing clientele and
36% in new clientele, which new clientele is currently in the proposal phase, and uncontracted in
nature.
Furthermore, the increase in Insights revenue of 152% from revenue in 2016 is based on an increase
of 97% in new clientele, which is currently in the proposal phase, and uncontracted in nature.
Insights, Networks and Glovent are relatively young businesses that have been incubated over the
past two to three years and are currently in a high growth phase off a very low base.
The forecasted numbers for DTS 2017, being the major contributor to group turnover, are within
revenue levels achieved in prior years (excluding 2016 due to the reasons detailed below) as set
out in Annexure 3 to this Prospectus. A large component (on average 60% based on past history)
of the business is licence and maintenance fees on either evergreen or annual contracts and thus
the DTS revenue forecast has been based on existing and expected pipeline business.
Digitata now has multiple opportunities globally though the investment in regional presence that
will be used to serve those demands and exploit the opportunities. Further to this Digitata is in the
process of renegotiating the global channel agreement, with the high-level terms agreed, which
will have a material impact on lowering the cost of sales. More importantly the customers will be
moved directly to Digitata; enabling greater influence and higher margins.
In December 2015 the Nigeria Communication Commission imposed a USD5.2billion fine on one of
Digitata’s global customer, temporarily hindered the company’s growth.
(http://www.profile.co.za/irsites/mtngroup/archive/259615.htm)
This had an immediate impact on Digitata’s revenue in that revenue from this group declined in
2016 by 55% due to a temporary freeze on spending by the customer. Over this period Digitata
actively engaged with the restructured management team and Digitata is already seeing a
significant return to business as evidenced by the management accounts of Digitata Mauritius for
the first six months of the year to 30 June 2017. The pipeline of revenue for the six months to 31
December 2017 from this customer is also on par with what was achieved in years prior to 2016.
During the preceding two to three years Digitata spent approximately R54 million into Insights
(R20m), Networks (R24m) and Glovent (R10m), to diversify the income stream and smooth the
revenue going forward. This will negate the historical effect of the 2016 financial year. The revenue
forecast for Insights, Networks and Glovent for 2017 is based on revenue achieved for the first 7
months of the year, with the balance of the year based on pipeline. The revenue for Networks in
2017 is higher than 2018 due to a recent large sale to a telco customer in Mexico.
Historically, the group’s revenue is earned 40% in the first half of the year and 60% in the second half
of the year, primarily due to licence sales in the second half of the year. Per the management
accounts to 30 June 2017, Digitata Mauritius has had the best first six months up to 30 June 2017
since the formation of the group in 2008. Based on the above, as well as business in the pipeline,
management is thus reasonably certain that revenue targets will be achieved.
The group has relatively low cost of sales due to it primarily being a service business. The main
component of cost of sales is hardware purchases for the Networks business. Commission is directly
related to the achievement of revenue targets.
The main component of operational expenses is salaries and wages, representing around 80% of
the operational expenses. The forecast for salaries and wages for 2017 is based on the existing
headcount at present, with an increase assumed in 2018 for both package increases and an
increase in headcount.
This second largest expense is travel expenses, which is directly related to revenue generation, with
clients around the world, largely in Africa. This typically approximates around 10% of the operating
expenses. However, this has been assumed to increase in 2018 due to the higher revenue
projections.
The balance of the operational costs has been based on the existing expense base of the group.
The operating expenses are lower than the operating expenses for the year ended 31 December
2016 of R13 485 434 due to due to more effective cost management after 2016 losses. The cost
savings started towards the end of 2016 and continued into 2017 and included renegotiating on a
group level various costs and contracts. Foreign exchange gains or losses have not been forecast.
Depreciation and amortisation have been assumed on the basis of the existing depreciation and
amortisation rates used by the group as well as expected capital expenditure and development
costs, which are capitalised and then amortised. Details of the EBITDA, depreciation and
amortisation as set out in the table below:
31 December 31 December
2017 2018
USD USD
EBITDA 4 013 071 5 291 723
Depreciation (89 857) (150 211)
Amortisation (474 436) (1 204 608)
Taxation has been assumed at the rate of taxation in the relevant tax jurisdictions, being 15% in
Mauritius and 28% in South Africa and includes normal taxation and dividend withholding tax.
HEADLINE EARNINGS RECONCILIATION AND SHARE INFORMATION
31 December 31 December
Headline earnings reconciliation:
2017 2018
Attributable profit shareholders of the company 1 776 871 2 406 422
Per share information:
Earnings per Share (US cents) 0.36 0.49
Headline Earnings per Share (US cents) 0.36 0.49
Fully diluted weighted average number of shares in issue 486 867 001 486 867 001
5. PROSPECTS
The Directors of the Company believe that the 4Sight Group has excellent prospects based on the
following:
- 4Sight Holdings has an experienced, well-balanced, innovative and well-motivated
management team;
- The acquisition of Digitata Mauritius brings a well-run business into the fold on which 4Sight
Holdings can build its long-term strategy of international expansion;
- The fourth industrial concept drives digitalization in the internal market space; 4Sight Holdings
is at the forefront by offering industrial strength analytics to companies in their effort to
transform to Industry 4.0 operations.
- 4Sight Holdings will expand with its acquisition strategy to procure skills, capabilities and
services which covers most of the analytical capabilities required to deal with Industry 4.0
- 4Sight Holdings has a growth strategy which expands across multiple sectors and technology
bases – allowing the Group to grow and maintain a well-balanced performance and risk
technology portfolio;
- There is a strong international sales pipeline for the telecommunications cluster;
- The group already has representation in a number of countries and has customers around the
world;
- The listing will provide funding for subsidiaries to speed-up their “go to” market cycles with
new products and services as funding requirements from free cash flow will be removed.
- The team has a growth strategy in place to increase revenues and profits significantly in
various sector clusters with regards to acquisition and organic growth.
- The fourth industrial revolution requires that the Board of 4Sight Holdings is comprised of
visionary individuals with a proven track record in strategy. 4Sight Holdings fulfils this
requirement.
- AI and ML is a strong growth area. 4Sight Holdings has the ability to become a significant
player in this space and to grow with the demand.
The intended capital raising of R300 000 000 is not required for current operations of the Group but
will be used to settle the $4 000 000 (R52 000 000) cash portion owing by Digitata Mauritius in
relation to the acquisition of the remaining shareholding in Digitata South Africa Proprietary Limited
and the balance for identified strategic and complementary acquisitions or “go to” market
projects. Digitata South Africa is a100% owned subsidiary of Digitata Mauritius.
6. AUTHORISED AND ISSUED SHARE CAPITAL
The authorised and issued share capital of the Company as at the last practicable date is as
follows:
USD
Issued stated share capital
336 867 001 ordinary Shares of no par value 29 491 752
The issued share capital of the Company on the date of listing, assuming that the Private
Placement of 150 000 000 new Shares is fully subscribed, will be as follows:
USD
Issued stated share capital
486 867 001 ordinary Shares of no par value (net of estimated costs) 51 780 924
Mauritian companies do not have authorised share capital. The shares of the company are under
the control of the Board. In terms of Clause 6 of the Company’s Constitution, shareholders at a
general meeting of the Company may authorise the Board to issue shares and/or grant options at
any time to any person.
On 31 August 2017, the shareholders of the company passed a resolution authorising the board to
issue shares for cash in terms of the Private Placement and/or various placings to be undertaken
through the company’s South African share register, subject to the Company’s Constitution and the
JSE Listings Requirements, and that such authority given to the Directors shall be valid for a period of
twelve months from the date of the listing on the JSE, or until the company’s first annual general
meeting of shareholders.
There are no treasury Shares held as at the date of the Prospectus.
All of the issued shares (including those to be issued in terms of the Prospectus) are of the same
class and rank equally in every respect, including rights to dividends, profits or capital, rights on
liquidation or distribution of capital assets. In accordance with the JSE Listings Requirements, issued
Shares must be fully paid up and the securities to be listed are freely transferable.
Any variation of rights attaching to the ordinary shares will require the consent of shareholders in
general meeting in accordance with the Constitution.
There have been no previous offers of shares by 4Sight Holdings to members of the public.
7. DIRECTORS
Executive
Antonie Van Rensburg (49)
Nationality South African
Business address 28 Roos Street Witkoppen, Fourways, 2191 South Africa
Appointment date 28 June 2017
Qualifications - Philosophiae Doctor (PhD), University of Pretoria (1996)
- MEng (Industrial Engineering) (Cum Laude), University of
Pretoria (1992)
- BEng (Industrial Engineering)(Cum Laude), University of
Pretoria (1990)
Occupation Group CEO
Position in Company Chief Executive Officer
Term of office No fixed term, but subject to the provisions of the Company’s
Constitution
Jacques Hattingh (39)
Nationality South African
Business address Ground Floor Nexteracom Tower 1 CyberCity, Ebene Mauritius
Appointment date 28 June 2017
Qualifications - CA(SA) - Bachelor of Commerce (Honours) (2000)
- University of Pretoria - Certificate in Theory of Accounting
Occupation Chief Financial Officer (full-time)
Position in Company Group Financial Director
Term of office No fixed term, but subject to the provisions of the Company’s
Constitution
Tinus Neethling (39)
Nationality South African
Business address Ground Floor Nexteracom Tower 1 CyberCity, Ebene Mauritius
Appointment date 28 June 2017
Qualifications - B.Sc. Information Technology (Computer Science) –
University of Pretoria 1999
- Numerous GSM and Information Technology courses
Occupation Chief Executive Officer of Digitata Mauritius
Position in Company Executive Director
Term of office No fixed term, but subject to the provisions of the Company’s
Constitution
Gary Lauryssen (52)
Nationality South African
Business address 28 Roos Street Witkoppen, Fourways, 2191 South Africa
Appointment date 28 June 2017
Qualifications BCom - University of South Africa
Occupation Group Executive - Merger & Acquisitions
Position in Company Executive Director
Term of office No fixed term, but subject to the provisions of the Company’s
Constitution
Non-Executive
Conal Lewer-Allen (47)
Nationality Swedish
Business address Ground Floor Nexteracom Tower 1 CyberCity, Ebene Mauritius
Appointment date 28 June 2017
Qualifications BSc(Elec Eng), University of Cape Town (UCT)
Occupation Group Chief Marketing Officer, Digitata Mauritius
Position in Company Non-Executive Director
Term of office Subject to the provisions of the Company’s Constitution
Geoffrey Carter (58)
Nationality South African
Business address 56A Clarensville, 56 Regent Road, Sea Point, 8005
Appointment date 22 August 2017
Qualifications BA Natal University, LLB Natal University
Occupation Businessman
Position in Company Independent Non-Executive
Term of office Subject to the provisions of the Company’s Constitution
Dr Rama Sithanen (63)
Nationality Mauritian
Business address IFS Court, Bank Street, Twenty Eight Cybercity, Ebene 72201
Appointment date 22 August 2017
Qualifications - BSc Economics with First Class Honours at the London
School of Economics ( LSE);MSc Economics with a Mark of
Distinction at the London School of Economics (LSE)
- PhD Political Science at Brunel University, London, United
Kingdom
Occupation Chairman and Director of International Financial Services,
Mauritius
Position in Company Independent Non-Executive
Term of office Subject to the provisions of the Company’s Constitution
8. SALIENT DATES
2017
Date on which the Private Placement contemplated in this Thursday, 21 September
Prospectus will be open at 12h30 on
Date of release of the abridged prospectus on SENS Thursday, 21 September
Expected last date for indications of interest for purposes of the Thursday, 12 October
book build
Date on which the Private Placement contemplated in this Thursday, 12 October
Prospectus will close at 12h00 on
Expected publication date of the final Offer Price and final number Monday, 16 October
of Offer Shares released on SENS
Date on which shareholders will be advised of their allocations Tuesday,17 October
Date on which funds will be debited from shareholders’ accounts Wednesday, 18 October
or payments made into the Company’s bank account
Date on which the results of the Private Placement will be released Wednesday, 18 October
on SENS
Date on which shares will reflect in shareholders’ accounts Thursday, 19 October
Listing of securities on the JSE at 9h00 on Thursday, 19 October
A copy of the Prospectus can be obtained from:
- the Designated Advisor in Johannesburg; or
- on the company’s website at www.4sightholdings.com
9. CORPORATE INFORMATION AND ADVISORS
Registered address Company secretary
4Sight Holdings Limited Intercontinental Trust Limited
Registration number C148335 C1/GBL) (Registration number 23546/5396)
Level 3, Alexander House Level 3, Alexander House
35 Cybercity, Ebene 72201, Mauritius 35 Cybercity, Ebene 72201, Mauritius
Contact: Antonie van Rensburg Contact: Willem Du Preez
+27 (11)568 0849 +27(11) 784 5746
Designated Advisor Reporting accountants and auditor
Arbor Capital Sponsors Proprietary Limited Nexia SAB&T
(Registration number 2006/033725/07) (Registration number 1997/018869/21)
20 Stirrup Lane, Woodmead Office Park 119 Witch-Hazel Avenue,
Cnr Woodmead Drive & Van Reenens Avenue Centurion, 0046
Woodmead, 2191 Contact: Tertius de Kock
Contact: Michelle Krastanov/Tshidiso Motsifane +27 (12) 682 8800
+27 (11) 480 8500)
Group Bankers Attorney
Afrasia Bank Limited Cliffe Dekker Hofmeyr Inc.
(Registration number: C07067923) (Registration number: 2008/018923/21
Bowen Square 11 Buitengracht Street
10, Dr Ferriere Street, Port Louis, Mauritius Cape Town, 8001
Contact: Jenny Sum Ming Hoi Contact: Christoff Pienaar
+230 403 5500 +27 (11) 481 6350
Transfer Secretaries
Link Market Services South Africa (Pty) Limited
(Registration number: 2000/007239/07)
13th Floor
19 Ameshoff Street, Braamfontein, 2001
Contact: Granville Israel
+27 (11) 713 0866
BY ORDER OF THE BOARD
Johannesburg
21 September 2017
Date: 21/09/2017 12:33:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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