REG - Old Mutual Ltd - Implementation of the Bula Tsela transaction

Old MutualAnnouncement

21/11/2022 15:00

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RNS Number : 1049H  Old Mutual Limited  21 November 2022

Old Mutual Limited

Incorporated in the Republic of South Africa

Registration number: 2017/235138/06

ISIN: ZAE000255360

LEI: 213800MON84ZWWPQCN47

JSE Share Code:
OMU

MSE Share Code: OMU

NSX Share Code: OMM

ZSE Share Code: OMU

("Old Mutual" or "the Company")

 

Ref 58/22

21 November 2022

 

IMPLEMENTATION OF THE OLD MUTUAL BULA TSELA TRANSACTION AND DEALINGS IN
SECURITIES BY THE COMPANY SECRETARY OF OLD MUTUAL

 

Shareholders are referred to the:

-      circular to shareholders dated 13 July 2022 ("Circular"), and the
SENS announcements dated 12 August 2022 and 4 November 2022, regarding the
Company's transformative broad-based black economic empowerment ownership
transaction named Old Mutual Bula Tsela ("Transaction"); and

-      Old Mutual Bula Tsela retail offer ("Retail Offer") prospectus
("Prospectus") dated 22 August 2022, which included an offer of shares in Old
Mutual Bula Tsela Retail Scheme (RF) Limited ("RetailCo") to Eligible Members
of the Public.

 

Capitalised terms used in this announcement that are not defined in this
announcement bear the meanings ascribed to them in the Circular.

 

1.    RESULTS OF THE RETAIL OFFER

In the Prospectus, Old Mutual invited members of the black public, more
specifically Black Persons, Black-owned Companies and Black-owned Entities
(collectively, "B-BBEE Compliant Persons"), to apply for ordinary shares in
RetailCo ("Bula Tsela Shares").

 

The Company is pleased to announce that the Retail Offer, which closed on 24
October 2022, has been a resounding success. Over 38,000 valid applications
were received, and the Retail Offer was oversubscribed. RetailCo has
accordingly raised the amount it requires to subscribe for the Retail
Transaction Subscription Shares.

 

As was announced on 4 November 2022, 9 750 008 Bula Tsela Shares will be
issued to successful applicants.

 

2.    BASIS OF ALLOCATION

An allocation methodology has been applied which seeks to achieve the broadest
possible base of B-BBEE Compliant Persons. This bottom-up waterfall approach
ensures that all valid applicants receive a base allocation of Bula Tsela
Shares with the balance of the shares being allocated towards applicants who
applied for a number of Bula Tsela Shares in excess of the base allocation.

 

3.    ISSUE OF BULA TSELA SHARES

Bula Tsela Shares have been issued to successful Retail Offer applicants
today. Applicants will be notified by SMS and/or email on or before 9 December
2022 as to the extent to which their applications were accepted and the number
of Bula Tsela Shares issued to them. To the extent that applications have not
been accepted, or have been partially accepted, refunds in relation to the
unaccepted portions of the applications will be made commencing on or about 9
December 2022. No interest will be paid on refunded amounts.

 

4.    IMPLEMENTATION OF THE TRANSACTION

As was announced on 4 November 2022, all conditions precedent to the
Transaction have been fulfilled.

Accordingly, Old Mutual has today issued 205,326,842 shares in Old Mutual to
the Employee Trusts, the Community Trust and RetailCo. The JSE has approved
the listing of those shares.

 

5.    GRANT OF SHARES IN THE EMPLOYEE TRANSACTION TO THE COMPANY SECRETARY

In accordance with paragraph 3.63 of the JSE Listings Requirements,
shareholders are advised that the Company Secretary of Old Mutual has been
granted an award in terms of the Employee Transaction (ie the employee leg of
the Transaction):

 Director                                  Elsabé Margaretha Kirsten
 Position                                  Company Secretary
 Company                                   Old Mutual
 Nature of transactions                    Off-market acceptance of forfeitable shares in respect of the Employee
                                           Transaction
 Class of Securities                       Ordinary shares
 Transaction Date                          21 November 2022
 Vesting date                              Award vests in tranches of 25% on 21 November 2026, 25% on 21 November 2028
                                           and 50% on 21 November 2030. Shares remain restricted until shortly after 21
                                           November 2032
 Number of shares                          224
 Grant Price per share                     224 shares have been issued under the Employee Transaction to the relevant
                                           Employee Trust at an issue price of R10.2200 per share. No consideration is
                                           payable by the Company Secretary for the award
 Value of Transaction                      R2 289.2800
 Nature of interest                        Direct beneficial
 Clearance obtained                        Yes
 Place of the transaction                  XOFF

 

 Director                                  Elsabé Margaretha Kirsten
 Position                                  Company Secretary
 Company                                   Old Mutual
 Nature of transactions                    Off-market acceptance of forfeitable shares in respect of the Employee
                                           Transaction
 Class of Securities                       Ordinary shares
 Transaction Date                          21 November 2022
 Vesting date                              Award vests in tranches of 25% on 21 November 2026, 25% on 21 November 2028
                                           and 50% on 21 November 2030. Shares remain restricted until shortly after 21
                                           November 2032.
 Number of shares                          896
 Grant Price per share                     896 shares have been issued under the Employee Transaction to the relevant
                                           Employee Trust at an issue price of R3.3900 per share. No consideration is
                                           payable by the Company Secretary for the award
 Value of Transaction                      R3 037.4400
 Nature of interest                        Direct beneficial
 Clearance obtained                        Yes
 Place of the transaction                  XOFF

 

 

Sandton

 

Corporate Advisers

Tamela Holdings Proprietary Limited

Rand Merchant Bank (a division of FirstRand Bank Limited)

 

Independent Reporting Accountants and Auditors

Deloitte & Touche

 

Legal Adviser to Old Mutual

Bowman Gilfillan Inc.

 

JSE Transaction Sponsor

Merrill Lynch South Africa (Pty) Limited t/a BofA Securities

 

Sponsors

 Johannesburg Stock Exchange  Merrill Lynch South Africa (Pty) Limited t/a BofA Securities
 Malawi Stock Exchange        Stockbrokers Malawi Limited
 Namibia Stock Exchange       PSG Wealth Management (Namibia) (Proprietary) Limited
 Zimbabwe Stock Exchange      Imara Capital Zimbabwe plc

 

Enquiries

 Investor Relations
 Bonga Mriga                        M: +27 67 866 6348

 Interim Head: Investor Relations   E: bmriga@oldmutual.com

 Communications
 Vuyo Mtawa                         M: +27 68 422 8125
 Head: Group Communication          E: vmtawa@oldmutual.com

 

Notes to Editors

 

About Old Mutual Limited

Old Mutual is a premium African financial services group that offers a broad
spectrum of financial solutions to retail and corporate customers across key
market segments in 14 countries. Old Mutual's primary operations are in South
Africa and the Rest of Africa and it has a niche business in Asia. With 177
years of heritage across sub-Saharan Africa, Old Mutual is a crucial part of
the communities they serve and the broader society on the continent.

 

For further information on Old Mutual, and its underlying businesses, please
visit the corporate website at www.oldmutual.com (http://www.oldmutual.com) .

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