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ZAMBEZI PLATINUM (RF) LIMITED - Zambezi scheme becomes wholly unconditional, confirmation of Zambezi offer consideration & salient dates and times
2021/08/05 13:09:00Download PDF Stock report
Zambezi scheme becomes wholly unconditional, confirmation of Zambezi offer consideration & salient dates and times
ZAMBEZI PLATINUM (RF) LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2014/106927/06)
JSE preference share code: ZPLP
ISIN: ZAE000202552
(“Zambezi”)
ZAMBEZI SCHEME BECOMES WHOLLY UNCONDITIONAL, CONFIRMATION OF THE ZAMBEZI OFFER
CONSIDERATION AND SALIENT DATES AND TIMES
Unless otherwise defined herein, capitalised words and terms contained in this announcement shall bear the same
meanings ascribed thereto in the circular posted to holders of preference shares and ordinary shares in the issued share
capital of Zambezi, dated Monday, 21 June 2021 (“Zambezi Scheme Circular”).
1. INTRODUCTION
Preference Shareholders are referred to the Zambezi Scheme Circular as well as the announcements published
on SENS on Tuesday, 23 March 2021, Monday, 31 May 2021, Friday, 11 June 2021, Monday, 21 June 2021,
Wednesday, 30 June 2021 and Tuesday, 20 July 2021 pertaining to, inter alia, the Zambezi Scheme.
2. ZAMBEZI SCHEME BECOMES WHOLLY UNCONDITIONAL
Preference Shareholders are advised that all of the Zambezi Scheme Conditions have been timeously fulfilled or
waived. Accordingly, the Zambezi Scheme has become wholly unconditional and will be implemented in
accordance with the salient dates and times set out below.
3. ZAMBEZI OFFER CONSIDERATION
Subject to there being no changes to the Prime Rate between the date of this announcement and the Zambezi
Scheme Record Date, the Zambezi Offer Consideration as at the Zambezi Scheme Implementation Date on
Monday, 23 August 2021 shall amount to R102.40 per Zambezi Scheme Share, being the Face Value per Zambezi
Preference Share of R88.28, plus a 15.99% premium thereon.
To obtain a thorough understanding of, inter alia, the Zambezi Scheme (including the Zambezi Offer
Consideration and settlement thereof), Zambezi Preference Shareholders are advised to refer to the full
terms and conditions pertaining thereto, as set out in the Zambezi Scheme Circular.
4. SALIENT DATES AND TIMES (refer to notes 1 and 2)
Event 2021
Zambezi Scheme LDT, being the last day to trade in Zambezi Preference Tuesday, 17 August
Shares in order to be eligible to participate in the Zambezi Scheme (refer to
notes 3 and 4), on
Suspension of listing of Zambezi Preference Shares at the commencement of Wednesday, 18 August
trade on the JSE, on
Zambezi Scheme Record Date, on Friday, 20 August
Zambezi Scheme Implementation Date, on Monday, 23 August
Settlement of the Zambezi Offer Consideration, to be paid electronically to the Monday, 23 August
Zambezi Scheme Participants who are Certificated Shareholders, if the Form of
Surrender (pink) and Documents of Title are received by the Transfer
Secretaries on or before 12:00 on the Zambezi Scheme Record Date, on
Zambezi Scheme Participants who are Dematerialised Shareholders to have Monday, 23 August
their accounts held at their CSDP debited with the Zambezi Preference Shares
and the Zambezi Offer Consideration credited, on
Date of the termination of listing of Zambezi Preference Shares on the JSE at Tuesday, 24 August
the commencement of trade on the JSE, on
Notes:
1. The dates and times are subject to change, with the approval of the JSE, if required. Any such change will be published
on SENS.
2. All times are in South African Standard Time, unless otherwise stated.
3. Zambezi Preference Shareholders should note that, since trades in Zambezi Preference Shares are settled by way of the
electronic settlement system used by Strate Proprietary Limited, settlement will take place 3 Business Days after the date
of a trade. Therefore, persons may participate in the Zambezi Scheme, provided that they acquire Zambezi Preference
Shares on or prior to the Zambezi Scheme LDT and hold such Zambezi Preference Shares on the Zambezi Scheme
Record Date.
4. No Dematerialisation or rematerialisation of Zambezi Preference Shares by Preference Shareholders may take place on
or after the Business Day following the Zambezi Scheme LDT.
Mr Brian Mosehla, chairman of the Zambezi Board, commented “Zambezi is extremely grateful to have been Northam’s
BEE partner in this historic transaction and is proud to be returning significant value to all shareholders through the
implementation of the Zambezi Scheme and the Transaction.”
Johannesburg
5 August 2021
Corporate advisor to Zambezi Corporate advisor to Northam
Nisela Capital Proprietary Limited One Capital Advisory Proprietary Limited
Attorneys to Zambezi Attorneys to Northam
Cliffe Dekker Hofmeyr Inc. Webber Wentzel
Transaction and debt sponsor to Zambezi Transaction, equity and debt sponsor to Northam
One Capital Sponsor Services Proprietary Limited One Capital Sponsor Services Proprietary Limited
Foreign Shareholders are referred to the disclaimer in the announcement published on SENS on Monday, 21 June 2021
which applies to this announcement.
Date: 05-08-2021 01:09:00
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