Results announcement

EPE CAPITAL PARTNERS LTD ("ETHOS CAPITAL" OR "THE COMPANY")

01 AUG 2016

EPE 201608010004A
Results announcement

EPE Capital Partners Ltd
(Incorporated in the Republic of Mauritius)
(Registration number C138883 C1/GBL)
JSE share code: EPE ISIN: MU0522S00005
(“Ethos Capital”)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION OR REQUIRE ETHOS CAPITAL TO TAKE ANY FURTHER ACTION

RESULTS ANNOUNCEMENT

With reference to the pre-listing statement dated 18 July 2016 and the announcements released on SENS on 18 July 2016, regarding the offer for subscription by private placement by Ethos Capital for A ordinary shares, subject to certain conditions, Ethos Capital has successfully placed 180 000 000 A ordinary shares, at a price of R10.00 per A ordinary share raising R1 800 million. The bookbuild was oversubscribed and closed on Friday, 29 July 2016.

The settlement date and expected listing date of Ethos Capital is expected to be Friday, 5 August 2016. Any change in that date will be announced on SENS.

Ebene, Mauritius (with simultaneous circulation in Johannesburg)

DATE:

01-08-2016

Financial adviser, sole global coordinator, bookrunner and sponsor Rand Merchant Bank, a division of FirstRand Bank Limited Legal advisers Webber Wentzel, South African legal adviser to Ethos Capital Bedell Cristin (Mauritius) Partnership, Mauritian legal adviser to Ethos Capital Cliffe Dekker Hofmeyr Inc., South African tax adviser to Ethos Capital Bowman Gilfillan Inc., South African legal adviser to the Global Coordinator Independent reporting accountants and auditors Deloitte DISCLAIMER This announcement is not and shall not constitute an offer, or an invitation or solicitation to the public to acquire the Offer Shares in any jurisdiction. No action has been or will be taken by Ethos Capital or Rand Merchant Bank, a division of FirstRand Bank Limited (‘RMB’) to permit a public offering of the Offer Shares in any jurisdiction. No action has been, or will be, taken to permit the possession or distribution of this announcement or the Pre-listing Statement (or any other offering or publicity materials or application form(s) relating to the Offer Shares) in any jurisdiction where action for that purpose may be required or doing so is restricted by law. Accordingly, neither this announcement, the Pre-listing Statement, nor any advertisement, nor any other offering material may be distributed or published in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. This announcement is not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada or Japan. This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States, Australia, Canada or Japan. The Offer Shares have not been, and will not be, registered under the Securities Act. The Offer Shares may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. RMB and its directors, officers, employees, advisers or agent do not accepts any responsibility or liability whatsoever for/or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to Ethos Capital, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith. RMB is acting exclusively for Ethos Capital and no-one else in connection with the Offer. RMB will not regard any other person as it client in relation to the Offer and will not be responsible to anyone other than Ethos Capital for providing the protections afforded to its clients, nor for providing advice in relation to the Offer, the contents of this announcement or any transaction, arrangement or other matter referred to herein. In connection with the Offer, RMB and any of its affiliates, acting as an investor for its own account, may take up A Ordinary Shares in the Offer and in that capacity may retain, purchase or sell for its own account such securities and any A Ordinary Shares or related investments and may offer or sell such A Ordinary Shares or other investments otherwise than in connection with the Offer. Accordingly, references in the announcement to A Ordinary Shares being offered or placed should be read as including any offering or placement of A Ordinary Shares to RMB or any of its affiliates acting in such capacity. In addition, RMB or its affiliates may enter into financing arrangements (including swaps) with investors in connection with which RMB (or its affiliates) may from time to time acquire, hold or dispose of A Ordinary Shares. RMB does not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so. Date: 01/08/2016 08:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (‘JSE’). 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.