VUNANI LIMITED - Voluntary Announcement - Acquisition of STANLIB Investment Management Services Pty Ltd

Voluntary Announcement - Acquisition of STANLIB Investment Management Services Pty Ltd

VUNANI LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1997/020641/06)
JSE code: VUN
ISIN: ZAE000163382
(“Vunani”)

VOLUNTARY ANNOUNCEMENT - ACQUISITION OF STANLIB INVESTMENT MANAGEMENT SERVICES
PROPRIETARY LIMITED (A REGISTERED INVESTMENT MANAGER IN BOTSWANA)

1.     BACKGROUND INFORMATION

Vunani is pleased to announce that an agreement (“the Agreement”) has been
concluded between a consortium led by Vunani Capital Proprietary Limited ("Vunani
Capital") and including citizens of Botswana (“the Consortium” or “the
Purchaser”) and Liberty Holdings Botswana Limited (“the Seller) on Wednesday, 4
September 2019 in terms of which the Consortium shall acquire 100% of the shares
(“the Sale Shares”) of STANLIB Investment Management Services Proprietary Limited
(“STANLIB Botswana”) from the Seller (“the Transaction”), subject to certain
regulatory approvals as set out in 5 below.

The Consortium is owned 60% by Vunani Capital and 40% by local citizens of
Botswana.

The Transaction is in line with Vunani’s strategy to expand its financial
services activities, especially in niche markets, both in South Africa and across
the continent with a focus currently on the South African Development Community
(“SADC”) countries.

2.     THE BUSINESS CONDUCTED BY STANLIB

STANLIB Botswana is a registered investment manager, established in Botswana in
2002. STANLIB Botswana is managed by a team of local investment specialists from
the company’s offices in Gaborone.

STANLIB Botswana manages money through four unit trusts and a segregated
portfolio of assets.

These funds are:

-    Money market fund;
-    Income fund;
-    Managed prudential fund;
-    Equity fund; and
-    Segregated fund.

STANLIB Botswana total funds under management are currently P4.3bn (approximately
R5.6 billion).

STANLIB Botswana and its business will be renamed within a period of 3 months
post the Effective Date (defined below in 4).

3.     RATIONALE FOR THE TRANSACTION

The Transaction is being undertaken for the following reasons:
3.1       The Transaction is in line with Vunani’s diversification strategy to
          focus on growing and expanding its financial services activities, in
          niche market opportunities, both in South Africa and on the continent,
          especially in the SADC region;

3.2       Vunani has established financial services operations in Zimbabwe,
          Eswatini, Malawi and Zambia. The acquisition of STANLIB Botswana will
          further expand Vunani’s SADC regional presence while adding further
          depth in the fund management sector in partnership with its local,
          long-standing and experienced management;

3.3       The acquisition of STANLIB Botswana is complimentary to Vunani’s
          current fund management business, Vunani Fund Managers Proprietary
          Limited, where numerous synergies can be realised; and

3.4       The introduction of citizens of Botswana into the shareholding of
          STANLIB Botswana is expected to position the business to secure
          additional funds under management over time.


4.    EFFECTIVE DATE

The effective date (“Effective Date”) of the Transaction will be the date which
the Purchaser pays the full purchase price to the Seller. The purchase price
shall be paid by the Purchaser to the Seller on the first business day following
the date on which the last of the suspensive conditions is fulfilled or waived
(“Closing Date”).

5.    SUSPENSIVE CONDITIONS

The Transaction is subject to, inter alia, the fulfilment or waiver of the
following suspensive conditions by no later than 30 October 2019:

5.1   the Botswana Competition Authority shall have granted such written approval
      as may be required for the implementation of the Transaction;

5.2   the Non-Bank Financial Institutions Regulatory Authority shall have granted
      such written approval as may be required for the implementation of the
      Transaction;

5.3   the South African Prudential Authority, the Financial Surveillance
      Department of the South African Reserve Bank and the South African
      Registrar of Banks shall have granted such written approval as may be
      required for the implementation of the Transaction;

5.4   the regulatory approvals other than those referred to in clauses 5.1 to 5.3
      (if any) which are required by law for the implementation of the
      Transaction, shall have been granted; and

5.5   the Seller and STANLIB shall have signed a written agreement for the
      provision of transitional services by the Seller to STANLIB for a period
      following the Closing Date.

6.    CLASSIFICATION OF THE TRANSACTION

Due to its size, the acquisition of STANLIB is not a categorised transaction in
terms of the JSE Listings Requirements and this announcement is therefore
provided on a voluntary basis for information purposes only.

Sandton
4 September 2019

Corporate Adviser to Vunani
Vunani Corporate Finance

Sponsor to Vunani
Grindrod Bank Limited

Date: 04/09/2019 07:30:00
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