Launch of Convertible Bond Offerings
February 18 2013 - 5:08AM
OTC Markets
Impala
Platinum Holdings Limited
(Incorporated
in the Republic
of South Africa)
(Registration
No. 1957/001979/06)
ISIN:
ZAE000083648
JSE
Share Code : IMP
ADR
Code : IMPUY
(“Implats”
or the “Company”)
NOT
FOR
PUBLICATION,
DISTRIBUTION
OR
RELEASE,
DIRECTLY
OR
INDIRECTLY,
IN
OR
INTO
THE
UNITED STATES OF AMERICA
(INCLUDING ITS TERRITORIES AND DEPENDENCIES), AUSTRALIA, CANADA OR
JAPAN.
RELEASED IN SOUTH AFRICA FOR
INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE A PUBLIC OFFER
IN SOUTH AFRICA
Results of Convertible Bond Offering
Implats
is pleased to announce the final terms of its dual offering of
ZAR2,672 million
senior unsecured convertible bonds due 2018 (the "ZAR Bonds") and
US$200
million senior unsecured convertible bonds due 2018 (the "US$
Bonds"
and together with the ZAR Bonds, the “Bonds”).
The
Bonds will be issued and redeemed at par and will carry a coupon of
5.00% per
annum for the ZAR Bonds and 1.00% per annum for the US$ Bonds. The
ZAR Bonds’
initial conversion price has been set at ZAR 214.9000 per share, a
premium of 35%
above the volume weighted average price of the shares from launch
to pricing
while the US$ Bonds’ initial conversion price has been set at US$
24.1300 per
share, a premium of 35% above the volume weighted average price of
the shares
from launch to pricing, converted at the prevailing ZAR:US$ spot
rate at the
time of pricing.
The
Company will have the option to call the Bonds at par plus accrued
interest at
any time on or after 13 March 2016, if the aggregate value of the
underlying shares
per Bond for a specified
period of
time is 130% or more of the principal amount of that
Bond.
Implats’
shareholders will be requested to grant specific authority for the
directors to
issue ordinary shares pursuant to the conversion rights which will
attach to
the Bonds.
It is expected that settlement of the Bonds will take place on or
about
Thursday, 21 February 2013. Implats intends to apply for admission
of the ZAR
Bonds to trade on the Main Board of the JSE and the US$ Bonds to
trade on a European
stock exchange within 3 months following settlement of the
Bonds.
UBS Limited (“UBS”) is acting as Global Co-ordinator. The
Standard Bank of South Africa Limited (in
connection with the offering of the ZAR Bonds) and Standard Bank
Plc (in
connection with the offering of US$ Bonds) and UBS are acting as
Joint
Bookrunners. Basis Point Capital is acting as the local partner in
connection
with the offering of the Bonds
Johannesburg
14 February 2013
Sponsor: Deutsche
Securities (SA) (Proprietary) Limited
Stabilisation/FSA.
This
announcement is
not for publication, distribution or release, directly or
indirectly, in or
into the United States
(including its territories and dependencies, any State of
the United States and the
District of Columbia). The
securities
referred to herein have not been and will not be registered under
the U.S.
Securities Act of 1933, as amended (the "Securities Act"), and
may
not be offered or sold in the United States without registration
there under or
pursuant to an available exemption therefrom. Neither this
announcement nor the
information contained herein constitutes or forms part of an offer
to sell or
the solicitation of an offer to buy securities in the United
States.
There will be no public offer of the Bonds in the United
States or in any
other
jurisdiction.
In the United
Kingdom
this communication is directed only at those persons (i) who have
professional
experience in matters relating to investments falling within
Article 19(5) of
the Financial Services and Markets Act 2000 (Financial Promotion)
Order 2005,
as amended (the "Order") or (ii) who fall within Article 49(2)(A)
to
(D) of the Order, and (iii) to whom it may otherwise lawfully be
communicated.
This
announcement is
not intended to be nor is it an offer to the public for sale or
subscription of
the Bonds as contemplated under Chapter 4 of the South African
Companies Act,
No.71 of 2008, as amended nor does it constitute an offer for
subscription,
sale or purchase of the US$ Bonds to any South African resident
persons or
company or any non-South African company which is a subsidiary of a
South
African company. A South African resident person or company or any
non-South
African company which is a subsidiary of a South African company is
not
permitted to acquire the US$ Bonds unless such person has obtained
exchange
control approval to do so.
This
announcement is
not an offer of securities or investments for sale nor a
solicitation of an
offer to buy securities or investments in any jurisdiction where
such offer or
solicitation would be unlawful.
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