Wrap Text
Results of ZAR750 million Rights Offer
EPE CAPITAL PARTNERS LTD
(Incorporated in the Republic of Mauritius)
(Registration number: C138883 C1/GBL)
ISIN: MU0522S00005
Share Code: EPE
("Ethos Capital" or "the Company")
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RESULTS OF ZAR750 MILLION RIGHTS OFFER
_________________________________________________________________________________
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE
UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN AND ANY OTHER TERRITORY WHERE THE
EXTENSION OR MAKING OF THE RIGHTS OFFER WOULD BE UNLAWFUL OR IN CONTRAVENTION OF CERTAIN
LAWS OR REGULATIONS. THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM AN OFFER OF SECURITIES
IN THE UNITED STATES OR ANY OTHER JURISDICTION.
1. Introduction
Ethos Capital shareholders are referred to the announcement released on the Stock Exchange
News Service ("SENS") of the JSE Limited on Thursday, 16 January 2020, setting out the final
terms of Ethos Capital’s renounceable rights offer ("Ethos Capital Rights Offer") of 100 000 000
Ethos Capital A ordinary shares ("Rights Offer Shares") at a price of ZAR7.50 per Rights Offer
Share ("Rights Offer Price").
As detailed below, Ethos Capital successfully raised ZAR750 million in terms of (i) the Rights Offer
Shares taken up by Ethos Capital shareholders (or their renouncees) that followed their rights and
subscribed for Rights Offer Shares; (ii) the Rights Offer Shares allocated to Ethos Capital
shareholders pursuant to excess applications (which have been allocated in full); and (iii) the
remaining Rights Offer Shares that have been allocated to the investors and shareholders that have
underwritten the Ethos Capital Rights Offer.
2. Results of the Ethos Capital Rights Offer
The Ethos Capital Rights Offer closed at 12:00 (SAST) on Friday, 7 February 2020. The results are
set out below:
Number of Rights Percentage of
Offer Shares Rights Offer Shares
Rights Offer Shares available for subscription 100 000 000 100.00%
Aggregate Subscriptions for Rights Offer Shares 46 379 493 46.38%
Applications for excess Rights Offer Shares (which
have been allocated in full) 20 066 0.02%
Underwritten Rights Offer Shares allocated 53 600 441 53.60%
3. Issue of Rights Offer Shares
The custody accounts with Central Securities Depositary Participants ("CSDPs") or brokers of Ethos
Capital shareholders who have followed their rights, (or their renouncees or purchasers of their
letters of allocation) will be credited with their Rights Offer Shares and debited with the relevant
subscription price, today, Monday, 10 February 2020.
4. Excess applications
Ethos Capital received 20 066 excess applications which have been allocated in full as outlined
below.
The custody accounts with CSDPs or brokers of Ethos Capital shareholders who made excess
applications for Rights Offer Shares are expected to be credited with the Rights Offer Shares and
debited with the relevant subscription price on Wednesday, 12 February 2020. Consequently, such
Ethos Capital shareholders should ensure that their custody accounts with their CSDPs or brokers
are funded accordingly and timeously in order to be issued with their additional Rights Offer Shares
pursuant to their excess applications.
Ebène, Mauritius (with simultaneous circulation in Johannesburg)
10 February 2020
Sponsor to EPE Capital Partners Ltd
Rand Merchant Bank (A division of FirstRand Bank Limited)
Legal advisor to EPE Capital Partners Ltd and Ethos Fund VII as to South African law
Webber Wentzel
Legal advisor to EPE Capital Partners Ltd as to Mauritian law
YKJ Legal
Financial advisor to EPE Capital Partners Ltd
Rothschild and Co South Africa (Pty) Ltd
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, Japan, Hong Kong 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, Japan or Hong Kong 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, Japan,
Hong Kong or any other jurisdiction in which it would be unlawful to do so 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 Ethos
Capital Rights Offer shares are only available to, and any invitation, offer or agreement to subscribe,
purchase or otherwise acquire such Ethos Capital 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: 10-02-2020 04:36:00
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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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