Wrap Text
Financial Conduct Authority Approves Registration Document
Investec Limited Investec plc
Incorporated in the Republic of South Africa Incorporated in England and Wales
Registration number 1925/002833/06 Registration number 3633621
JSE share code: INL LSE share code: INVP
NSX share code: IVD JSE share code: INP
BSE share code: INVESTEC ISIN: GB00B17BBQ50
ISIN: ZAE000081949
31 January 2020
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
This announcement is an advertisement for the purposes of the Prospectus Rules of the Financial Conduct
Authority ("FCA") and not a prospectus and not an offer of securities for sale in any jurisdiction, including in or
into the United States, Australia, Canada or Japan.
Neither this announcement, nor anything contained herein, nor anything contained in the Registration
Document referred to herein shall form the basis of, or be relied upon in connection with, any offer or commitment
whatsoever in any jurisdiction. Investors should not subscribe for or purchase any ordinary shares referred to in
this announcement or the Registration Document except on the basis of the information contained in a combined
prospectus and pre-listing statement in its final form (the "Prospectus"), including the risk factors set out therein,
that may be published by Ninety One plc and Ninety One Limited (together, “Ninety One” and together with their
respective subsidiaries as at the date of Admission (as defined below), the "Ninety One Group") in due course in
connection with a possible offer of shares in Ninety One and, in the case of Ninety One plc, (i) the possible
admission of its ordinary shares (“Ninety One plc Shares”) to the premium listing segment of the Official List of
the FCA and to trading on the Main Market of the London Stock Exchange (“LSE”); and (ii) the possible
secondary inward listing and admission to trading of the Ninety One plc Shares on the Main Board of the
Johannesburg Stock Exchange (“JSE”) and, in the case of Ninety One Limited, the possible primary listing and
admission to trading of its ordinary shares (“Ninety One Limited Shares” and together with the Ninety One plc
Shares, the “Ninety One Shares”) on the Main Board of the JSE. A copy of any Prospectus published by Ninety
One will, if published, be available for inspection from the registered office of Ninety One Limited, at the offices of
Ninety One’s solicitors and online at www.investec.com/demerger and
www.investecassetmanagement.com/disclosure (in each case, subject to certain access restrictions).
As part of the dual-listed company structure, Investec plc and Investec Limited notify both the LSE and the JSE of
matters which are required to be disclosed under the Disclosure Guidance and Transparency Rules and Listing
Rules of the FCA and/or the JSE Listing Requirements.
Investec plc, Investec Limited
Financial Conduct Authority Approves Registration Document
Further to its earlier announcement in relation to Ninety One’s intention to publish a Registration Document and
expected initial public offering (the "IPO"), Investec (comprising Investec plc and Investec Limited) confirms that
the Registration Document has received approval from the UK Financial Conduct Authority and has now been
published on Investec’s website at www.investec.com/demerger and Ninety One’s website at
www.investecassetmanagement.com/disclosure, subject to certain access restrictions.
Following approval of the Registration Document, a copy has been submitted to the National Storage Mechanism
and will be available for inspection at www.morningstar.co.uk/NSM.
1
Enquiries:
Investor Relations
Investec Group Investor Relations
Carly Newton
carly.newton@investec.co.uk
+44 (0) 207 597 4493
Ninety One Investor Relations
Varuni Dharma
varuni.dharma@investecmail.com
+44 (0) 203 938 2486
Sole Global Co-Ordinator, Joint Bookrunner, UK Sponsor and Financial Adviser
J.P. Morgan Cazenove
+44 (0) 207 742 4000
JSE Sponsor
J.P. Morgan Equities South Africa (Pty) Ltd
+27 (0) 115 070 300
Joint Bookrunners
BofA Merrill Lynch
+44 (0) 207 628 1000
Investec Bank
+44 (0) 207 597 5970
Financial Adviser
Fenchurch Advisory Partners
+44 (0) 207 382 2222
Media Enquiries
Investec Group PR Advisers
Lansons (UK)
Tom Baldock
+44 (0) 207 566 9716 | +44 (0) 7860 101 715
tombaldock@lansons.com
Brunswick (South Africa)
Graeme Coetzee
+27 (0) 11 502 7419 | +27 (0) 63 685 6053
gcoetzee@brunswick.co.za
Ninety One PR Advisers
FTI Consulting (UK)
Neil Doyle
+44 (0) 20 3727 1141 | +44 (0) 7771 978 220
neil.doyle@fticonsulting.com
Fletcher Advisory (South Africa)
Daniel Thole
+27 (0) 61 400 2939
daniel@fletcheradvisory.com
2
FORWARD-LOOKING STATEMENTS
This announcement may include statements that are, or may be deemed to be, "forward-looking statements".
These forward-looking statements may be identified by the use of forward-looking terminology, including the
terms "believes", "estimates", “plans”, “projects”, "anticipates", "expects", "intends", "may", "will" or "should" or, in
each case, their negative or other variations or comparable terminology or by discussions of strategy, plans,
objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from
actual results. Any forward-looking statements reflect Ninety One’s current view with respect to future events and
are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Ninety
One Group's business, results of operations, financial position, liquidity, prospects, growth and strategies.
Forward-looking statements speak only as of the date they are made. Investec and Ninety One expressly
disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking
statements contained in this announcement or any other forward-looking statements they may make.
IMPORTANT INFORMATION
The information contained in this announcement is for background purposes only and does not purport to be full
or complete. No reliance may be placed by any person for any purpose on the information contained in this
announcement or its accuracy, fairness or completeness.
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, or
otherwise invest in, securities in the United States, Australia, Canada or Japan. The Ninety One Shares referred
to herein have not been, and will not be, registered under the United States Securities Act of 1933 (the
"Securities Act"). The Ninety One 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. There will be
no public offer of securities in the United States.
In any member state of the European Economic Area ("EEA") outside of the United Kingdom (each, a "Relevant
Member State"), this announcement and any offer if made subsequently is, and will be, directed only at persons
who are "qualified investors" ("Qualified Investors") within the meaning of the Prospectus Directive (Directive
2003/71/EC and any amendments thereto, including Directive 2010/73/EU), and any implementing measures in
each Relevant Member State (the "Prospectus Directive").
Any subscription or purchase of Ninety One Shares in the possible IPO should be made solely on the basis of
information contained in the Prospectus which may be issued by Ninety One in connection with the IPO. The
information in this announcement is subject to change. Before subscribing for or purchasing any Ninety One
Shares, persons viewing this announcement should ensure that they fully understand and accept the risks which
will be set out in the Prospectus if published. No reliance may be placed for any purpose on the information
contained in this announcement or its accuracy or completeness. Neither this announcement, nor anything
contained in the Registration Document referred to herein, shall form the basis of or constitute any offer or
invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for any Ninety One Shares or
any other securities nor shall it (or any part of it) or the fact of its distribution, form the basis of, or be relied on in
connection with, any contract therefor.
The Ninety One Group may decide not to go ahead with the IPO and there is therefore no guarantee that
Admission will occur. Potential investors should not base their financial decision on this announcement. Acquiring
investments to which this announcement relates may expose an investor to a significant risk of losing all of the
amount invested.
Persons considering making investments should consult an authorised person specialising in advising on such
investments. Neither this announcement, nor the Registration Document referred to herein, constitutes a
recommendation concerning a possible offer. The value of shares can decrease as well as increase. Potential
investors should consult a professional advisor as to the suitability of a possible offer for the person concerned.
3
Date: 31-01-2020 04:00:00
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.
Sharenet Sites 
