South African Breweries PLC
7 December 2001
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN, OR INTO, THE UNITED STATES
Results of the Placing of Ordinary Shares
of South African Breweries plc (the Placing)
London and Johannesburg, 7 December 2001. Further to the announcement of the
Placing on 29 November 2001, and following the completion of an international
book building exercise, South African Breweries plc (SAB or the Company), the
world's leading brewer in developing markets, today announces the details of
the pricing and size of the Placing.
Results of the Placing
* 56.2 million new ordinary shares (the New Ordinary Shares) have been
placed with institutional investors at a price of 445 pence per New Ordinary
* The placing price represents a discount of approximately 1.7% to the
closing price of SAB's shares on the London Stock Exchange on 6 December 2001.
* The gross proceeds receivable by the Company will be approximately £
250 million (assuming no exercise of the option described below).
* Application has been made for the New Ordinary Shares to be listed on
the Official List and admitted to trading on the London Stock Exchange with a
listing on the Johannesburg Stock Exchange.
Dealings in New Ordinary Shares
* Admission is expected to become effective and dealings in the New
Ordinary Shares are expected to commence on the London Stock Exchange at 8.00
am on Wednesday, 12 December 2001.
* There will be no facility for conditional dealings on the London
Stock Exchange prior to admission.
* Dealings in the New Ordinary Shares are expected to commence on the
Johannesburg Stock Exchange on Wednesday, 12 December 2001.
Structure of the Placing of New Ordinary Shares
The Placing comprises the issue of 56.2 million New Ordinary Shares,
representing 7.25 per cent of the Company's existing issued share capital
prior to the Placing.
Cazenove & Co. Ltd. (Cazenove) and J.P. Morgan Securities Ltd. (JPMorgan) are
acting as joint international placement agents and joint book runners for the
equity fund raising, with ABN AMRO Rothschild as joint international placement
agent (together with Cazenove and JPMorgan, the Managers). In connection with
the Placing, the Company has granted to the Managers an option (the Option),
exercisable upon notice to the Company by no later than 30 days after the
closing of the Placing, to subscribe for up to 8.5 million additional ordinary
shares in the Company to, inter alia, cover over allotments.
Use of Proceeds
The proceeds of the sale of the New Ordinary Shares will be used towards the
financing of the acquisition announced by the Company on 29 November 2001 and
to provide future financial flexibility to the Company.
- ENDS -
This announcement has been issued by SAB and is the sole responsibility of
SAB. Cazenove, JPMorgan and ABN AMRO Rothschild are acting for SAB in
connection with the proposed Placing and no one else and will not be
responsible to any one other than SAB for providing the protections afforded
to clients of Cazenove, JPMorgan and ABN AMRO Rothschild respectively nor for
providing any advice in relation to the Placing.
ABN AMRO Rothschild is the unincorporated equity capital markets joint venture
between ABN AMRO Bank N.V. and N.M. Rothschild and Sons Limited (Rothschild).
ABN AMRO Bank N.V. is resulted by the FSA for the conduct of investment
business in the U.K. Rothschild is regulated by the FSA.
Rothschild is acting for SAB in connection with the Honduran acquisition and
no-one else and will not be responsible to any one other than SAB for
providing the protections afforded to clients of Rothschild nor for providing
any advice in relation to the transaction.
This announcement is for information purposes only and does not constitute an
offer or an invitation to acquire or dispose of any securities or investment
advice. This announcement does not constitute an offer to sell or issue or the
solicitation of an offer to buy or acquire ordinary shares in the capital of
the Company in the United States or any jurisdiction in which such offer or
solicitation is unlawful. The New Ordinary Shares referred to in this
announcement may not be offered or sold within the United States or to, or for
the account or benefit of, US persons (as defined in Regulation S under the US
Securities Act of 1933) absent registration or an exemption from registration.
Any offering of securities in the United States has been made by means of a
Public Information Pack that contains detailed information about the Company
and its management, as well as financial statements. No public offering of
securities will be made in the United States.
The distribution of this announcement and the Placing and/or issue of New
Ordinary Shares in certain jurisdictions may be restricted by law. No action
has been taken by the Company or the Managers that would permit an offer of
New Ordinary Shares or possession or distribution of this announcement or any
other offering or publicity material relating to New Ordinary Shares in any
jurisdiction where action for that purpose is required, other than in the
United Kingdom. Persons into whose possession this announcement comes are
required by the Company and the Managers to inform themselves about and to
observe any such restrictions.
The New Ordinary Shares have not been approved or disapproved by the US
Securities and Exchange Commission, any state securities commission in the
United States or any other US regulatory authority, nor have any of the
foregoing authorities passed upon or endorsed the merits of the Placing or the
New Ordinary Shares or the accuracy of this announcement. Any representation
to the contrary is a criminal offence in the United States.
In connection with the Placing JPMorgan may over-allot or effect transactions
with a view to supporting the market price of SAB's ordinary shares at a level
higher than that which might otherwise prevail for a limited period after the
issue date. However, there may be no obligation on JPMorgan to do this. Such
stabilising, if commenced, may be discontinued at any time, and must be
brought to an end after the limited period.
For further information:
Director of Communications, SAB plc +44 (0) 20 7659 0100
Anna Miller Salzman
Head of Investor Relations, SAB plc +44 (0) 20 7659 0106
Mob: +44 (0) 7973 837 070
Head of Corporate Communications, SAB plc +44 (0) 20 7659 0120
Mob: +44 (0) 7979 954 493
David Mayhew, Cazenove +44 (0) 207 588 2828
Ian Hannam, JPMorgan +44 (0) 207 742 8618