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BAUBA RESOURCES LIMITED - Joint Announcement of Preliminary Results of the Mandatory Offer & Conclusion of Concert Party Arrangement

Release Date: 13/06/2022 13:16
Code(s): BAU RBX     PDF:  
Wrap Text
Joint Announcement of Preliminary Results of the Mandatory Offer & Conclusion of Concert Party Arrangement

Bauba Resources Limited                                Raubex Group Limited
Incorporated in the Republic of South Africa          (Incorporated in the Republic of South Africa)
(Registration number: 1986/004649/06)                 (Registration number: 2006/023666/06)
Share code: BAU ISIN: ZAE000145686                    Share code: RBX   ISIN: ZAE000093183
("Bauba")


JOINT ANNOUNCEMENT IN RESPECT OF THE PRELIMINARY RESULTS OF MANDATORY
OFFER AND CONCLUSION OF CONCERT PARTY ARRANGEMENT


Unless expressly defined in this announcement, or the context indicates otherwise, capitalised terms
herein have the meanings given to them in the combined offer circular distributed to Shareholders on
Friday, 25 March 2022 ("Circular").

1.       Introduction

         Shareholders are referred to the: (i) joint Firm Intention Announcement released on SENS on
         Thursday, 3 February 2022 wherein they were advised of Raubex Group Limited's firm intention
         (through its subsidiary, Raubex Proprietary Limited ("Raubex"), acting in concert with Pelagic) to
         make a mandatory offer to Shareholders to acquire all of their Shares for an Offer Consideration
         of R0.42 per Share; (ii) joint announcement regarding the posting of the Circular released on
         SENS on Friday, 25 March 2022; (iii) joint finalisation announcement released on SENS on
         Friday, 13 May 2022; (iv) joint announcement regarding the extension of the Closing Date of the
         Offer until Friday, 10 June 2022, released on SENS on Monday, 23 May 2022; and (v) joint
         finalisation announcement released on SENS on Monday, 30 May 2022.

2.       Preliminary Results of Offer

         Shareholders are advised of the following preliminary results in respect of the Offer:

         -   the Offer was accepted in respect of 79 603 141 Shares (in aggregate), constituting 10.62%
             of Bauba's total issued share capital and 39.46% of the total Offer Shares held by Minority
             Shareholders.

3.       Final Results of Offer

         Shareholders should take note that the final results of the Offer are still in the process of being
         confirmed and final results will be announced on SENS as soon as possible, but by no later than
         Wednesday, 15 June 2022.

         The delay is due to the final Register only being available 48 business hours after the Offer closed
         at 12:00 on Friday, 10 June 2022, and the need for the Transfer Secretaries to simply balance
         their records, prior to confirming the total number of acceptances of the Offer by Minority
         Shareholders.

         Shareholders are advised that whilst the above circumstances are not in the control of Bauba nor
         Raubex, the JSE has merely acknowledged these circumstances, but have not granted a formal
         dispensation nor agreed to a change in the timetable of the Offer, as contained in the joint
         finalisation announcement released on SENS on Monday, 30 May 2022.

4.       Raubex and Pelagic coming out of concert

         Shareholders are reminded that, for purposes of the Offer only, Raubex was Acting in Concert with
         Pelagic.

         As the Offer has closed, Shareholders are hereby advised that Raubex and Pelagic have come
         out of concert and have made the necessary declarations in the required form to Bauba and the
         TRP, as applicable, as required by regulation 84(5) of the Takeover Regulations.

5.       Raubex Responsibility Statement

         The Raubex Board accepts responsibility for the information contained in this announcement
         insofar as it relates to Raubex. To the best of its knowledge and belief, such information contained
         herein is true and nothing has been omitted which is likely to affect the importance of such
         information.

6.       Independent Board Responsibility Statement

         The Independent Board accepts responsibility for the information contained in this announcement
         insofar as it relates to Bauba. To the best of its knowledge and belief, such information contained
         herein is true and nothing has been omitted which is likely to affect the importance of such
         information.


Johannesburg
13 June 2022

Sponsor to Bauba                                     Legal advisor to Bauba
Merchantec Capital                                   Webber Wentzel



Financial advisor and sponsor to Raubex              Legal advisor to Raubex
Investec                                             DLA Piper


Date: 13-06-2022 01:16:00
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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.

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