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BRAIT INVESTMENT HOLDINGS LIMITED - Results of Invitation to Bondholders to Tender for Repurchase Exchangeable Bonds

Release Date: 14/01/2025 12:00
Code(s): BIHLEB     PDF:  
Wrap Text
Results of Invitation to Bondholders to Tender for Repurchase Exchangeable Bonds

Brait Investment Holdings Limited
(Registered in Mauritius as a Public Limited Company)
(Registration number: 183308 GBC)
JSE Alpha code: BIHLEB
ISIN: MU0707E00002
LEI: 8755004E9YEXF8GHCY56
("BIH" or the "Issuer")

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY
JURISDICTION WHERE SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW

RESULTS OF INVITATION TO BONDHOLDERS TO TENDER FOR REPURCHASE UP TO
ZAR400,000,000 OF OUTSTANDING 6% SENIOR UNSECURED EXCHANGEABLE BONDS WITH A
PRINCIPAL AMOUNT OF R750 EACH DUE 3 DECEMBER 2027 ("BONDS")

Introduction

Further to the SENS announcement made on 6 December 2024 wherein BIH invited holders of its
Exchangeable Bonds ("Bondholders") to tender for sale their Bonds to BIH, on the basis set out in the
6 December 2024 announcement (the "Tender Offer"), BIH announces the final results of its Tender Offer to
acquire up to ZAR400,000,000 in aggregate principal amount of Bonds from Bondholders.

The Tender Offer announced on 6 December 2024 followed the market placement of 4.0 million Premier
shares which raised ZAR444 million.

The Tender Offer was subject to the terms and conditions that were set forth in a notice dated 9 December
2024 (the "Tender Notice"). Capitalised terms used but not otherwise defined in this announcement have the
meaning ascribed to them in the Tender Notice.

Results of the Tender Offer

Following the expiration of the Tender Offer at 12.00 p.m. (South African time) on 10 January 2025, BIH will
accept for repurchase Bonds validly offered for sale in an aggregate principal amount of ZAR99,030,750
(which represents approximately 4 per cent. of the Outstanding Principal Amount).

The final purchase price of PIK Capitalised Principal Amount of R750.58 per Exchangeable Bond plus R5.55
accrued interest for the Bonds validly offered for sale and accepted for repurchase by the Issuer is
ZAR756.13.

Settlement is expected to take place on 17 January 2025. The Bonds repurchased by the Company will be
cancelled in accordance with their terms and conditions. Following the cancellation of the Bonds repurchased
recently, Bonds with an aggregate principal amount of ZAR2,119,497,750 will be outstanding.


THE INFORMATION CONTAINED IN THIS DOCUMENT IS SUBJECT TO CHANGE WITHOUT NOTICE
IN ITS ENTIRETY.

THIS DOCUMENT IS BEING SUPPLIED TO YOU SOLELY FOR YOUR INFORMATION AND MAY NOT
BE REPRODUCED, REDISTRIBUTED OR PASSED ON DIRECTLY OR INDIRECTLY TO ANY OTHER
PERSON OR PUBLISHED IN WHOLE OR IN PART FOR ANY PURPOSE.

THE DISTRIBUTION OF THIS DOCUMENT IN CERTAIN JURISDICTIONS MAY BE RESTRICTED BY
LAW. PERSONS INTO WHOSE POSSESSION THIS DOCUMENT COMES ARE REQUIRED BY THE
ISSUER TO INFORM THEMSELVES ABOUT, AND TO OBSERVE, ANY SUCH RESTRICTIONS.

THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER TO BUY OR A SOLICITATION OF AN OFFER
TO SELL ANY BONDS IN ANY JURISDICTION WHERE IT IS ILLEGAL TO MAKE SUCH AN OFFER OR
SOLICITATION.
IMPORTANT NOTICE

THE INFORMATION CONTAINED IN THIS NOTICE IS SUBJECT TO CHANGE WITHOUT NOTICE AND
SUBJECT TO CHANGE IN ITS ENTIRETY BY REFERENCE TO ANY FURTHER COMMUNICATION IN
RESPECT OF THE INVITATION. THIS NOTICE IS NOT AN OFFERING CIRCULAR OR PROSPECTUS
OR LISTING PARTICULARS AND IS BEING FURNISHED TO YOU SOLELY FOR YOUR INFORMATION
AND MAY NOT BE REPRODUCED, REDISTRIBUTED OR MADE AVAILABLE IN WHOLE OR IN PART
TO ANY OTHER PERSON FOR ANY PURPOSE, WITHOUT THE PRIOR CONSENT OF THE ISSUER.

THIS NOTICE IS DIRECTED EXCLUSIVELY TO EXISTING BONDHOLDERS AND IS FOR
INFORMATION PURPOSES ONLY AND IS NOT TO BE RELIED UPON IN SUBSTITUTION FOR THE
EXERCISE OF INDEPENDENT JUDGMENT. IT IS NOT INTENDED AS INVESTMENT ADVICE AND
UNDER NO CIRCUMSTANCES IS IT TO BE USED OR CONSIDERED AS AN OFFER TO BUY ANY
BOND NOR IS IT A RECOMMENDATION TO BUY OR SELL ANY BOND.

ANY DECISION RELATING TO A TENDER OF BONDS FOR REPURCHASE PURSUANT TO THE
NOTICE SHOULD ONLY BE MADE ON THE BASIS OF AN INDEPENDENT REVIEW BY YOU OF THE
ISSUER'S PUBLICLY AVAILABLE INFORMATION. NEITHER THE ISSUER NOR ANY OF ITS
AFFILIATES ACCEPT ANY LIABILITY ARISING FROM THE USE OF OR MAKE ANY
REPRESENTATION AS TO THE ACCURACY OR COMPLETENESS OF, THIS NOTICE OR THE
ISSUER'S PUBLICLY AVAILABLE INFORMATION.


Port Louis, Mauritius
14 January 2025

JSE Debt Sponsor:
Questco Proprietary Limited


SEM Authorised Representative and Sponsor:
Perigeum Capital Ltd

Legal Counsel:
DLA Piper Advisory Services Proprietary Limited
Webber Wentzel

Date: 14-01-2025 12:00:00
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