Wrap Text
Results of rights offer
OMNIA HOLDINGS LIMITED
Incorporated in the Republic of South Africa
(Registration number 1967/003680/06)
JSE code: OMN
ISIN: ZAE000005153
(“Omnia” or the “Company”)
RESULTS OF RIGHTS OFFER
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES,
AUSTRALIA, CANADA AND JAPAN. THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM AN OFFER OF SECURITIES IN
THE UNITED STATES OR ANY OTHER JURISDICTION.
Shareholders are referred to the announcement released on the Stock Exchange News Service (“SENS”) of
the JSE Limited on Thursday, 29 August 2019, setting out the final terms of the fully underwritten
renounceable rights offer by the Company of 100 000 000 new ordinary Omnia shares of no par value (“rights
offer shares”) at a subscription price of ZAR20.00 per rights offer share (“rights offer”).
The rights offer closed at 12:00 (SAST) on Friday, 20 September 2019 and the board of directors of Omnia
advise that the results of the rights offer are as follows:
- shareholders or their renouncees subscribed for 96 555 357 rights offer shares, equivalent to 96.6% of
the total number of rights offer shares available for subscription; and
- the 3 444 643 rights offer shares not subscribed for (“excess rights”) will be allocated to qualifying
applicants for excess rights proportionately to shareholding at the rights offer record date adjusted for
rights exercised.
The rights offer was underwritten by the following asset managers (acting on behalf of their clients or as
principal), whose clients are shareholders of the Company: Allan Gray Proprietary Limited, Coronation Asset
Management Proprietary Limited, Foord Asset Management Proprietary Limited, Kagiso Asset Management
Proprietary Limited, Old Mutual Investment Group Proprietary Limited and Prudential Investment Managers
(South Africa) Proprietary Limited (the “underwriters”). As the rights offer was fully subscribed, after taking
into account the excess applications received, the underwriters will not be required to subscribe for further
rights offer shares in terms of their underwriting commitments.
Share certificates will be posted to holders of certificated shares who have followed their rights, or their
renouncees, today, Monday 23 September 2019. Share certificates with regard to certificated shareholders or
their renouncees who have been allocated rights offer shares in terms of excess allocations will be posted on
or about Thursday, 26 September 2019.
The custody accounts with Central Securities Depositary Participants (“CSDPs”) or brokers of dematerialised
Omnia shareholders who have followed their rights, (or their renouncees, purchasers of their letters of
allocation or purchasers of certificated shareholders’ letters of allocation) will be credited with rights offer
shares and debited with any payment due in this regard, today, Monday, 23 September 2019. Dematerialised
Omnia shareholders or their renouncees who have been allocated rights offer shares in terms of excess
allocations will have their accounts at their CSDP or broker credited with the rights offer shares and debited
with any payment due, on or about Thursday, 26 September 2019.
Refunds to unsuccessful applicants for excess rights will be settled on or about Thursday, 26 September 2019.
No interest will be paid on monies received in respect of unsuccessful applications.
23 September 2019
Financial advisor and transaction sponsor
Java Capital
Legal advisor
Webber Wentzel
Important Notice
The information contained herein is not for release, publication or distribution, directly or indirectly, in or into
the United States, its territories or possessions, Canada, Australia or Japan or any other jurisdiction in which
the distribution or release would be unlawful. These materials are not and do not contain an offer of securities
for sale or a solicitation of an offer to purchase or subscribe for securities in any jurisdiction, including the
United States, Australia, Canada or Japan or any other state or jurisdiction in which such release, publication
or distribution would be unlawful. The securities to which these materials relate (the “Securities”) have not
been, and will not be, registered under the U.S. Securities Act of 1933 (the “Securities Act”), and may not be
offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within the
United States unless registered under the Securities Act or pursuant to an exemption from, or in a transaction
not subject to, registration under the Securities Act. There will be no public offer of the Securities in the United
States. Subject to certain exceptions, the Securities may not be offered or sold in Australia, Canada or Japan
or to, or for the account or benefit of, any national, resident or citizen of such countries.
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 offer 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.
Date: 23/09/2019 05:45:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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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