HCI
HCI
HCI - HCI - Transaction between a subsidiary of HCI and certain shareholders
of Gold Reef Resorts Limited pursuant to which the HCI group will increase
its indirect interest in Gold Reef
HOSKEN CONSOLIDATED INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1973/007111/06)
(Share code: HCI ISIN: ZAE000003257)
("")
Transaction between a subsidiary of HCI and certain shareholders of Gold Reef
Resorts Limited ("Gold Reef") pursuant to which the HCI group will increase
its indirect interest in Gold Reef ("transaction")
1. Introduction
HCI has an indirect interest, through various subsidiaries, in 38% of
the issued share capital of Tsogo Sun Holdings (Proprietary) Limited
("TSH"). Shareholders of HCI are advised that Mainstreet 581
(Proprietary) Limited ("Mainstreet"), an indirect wholly-owned
subsidiary of TSH, has entered into an agreement with certain
shareholders of Gold Reef pursuant to which TSH`s interest in Gold Reef
will be increased from approximately 4,86% to 19.87% of the issued share
capital of Gold Reef ("transaction"). As a result of the transaction,
HCI`s indirect interest in Gold Reef (via TSH) will increase to 7.55%.
2. Rationale
Gold Reef is the holding company of a number of gaming and entertainment
entities, comprising:
* The Gold Reef City Casino and Theme Park in Southern
Johannesburg, Gauteng;
* The Silverstar Casino in Western Johannesburg, Gauteng;
* The Mykonos Casino in Langebaan in the Western Cape;
* The Garden Route Casino in Mosselbay in the Western Cape;
* The Golden Horse Casino in Pietermaritzburg in KwaZulu-Natal;
* The Goldfields Casino in Welkom in the Free State;
* The Queens Casino, in Queenstown in the Eastern Cape
HCI has publicly stated its intention to increase its investment in
gaming related activities. The transaction will assist the HCI group,
via TSH, in achieving this objective.
3. Particulars of the transaction
TSH via various subsidiaries including Mainstreet, currently holds 13,5
million shares in Gold Reef.
In terms of the transaction, Mainstreet has agreed to acquire 41,8
million shares in Gold Reef ("Sale Shares") from certain of the black
(as that term is defined in the Broad Based Black Economic Empowerment
Act, 53 of 2003) shareholders of Gold Reef ("BEE" shareholders) who
currently form part of a Voting Pool, namely Clidet No 754 (Proprietary)
Limited, Clidet No 755 (Proprietary) Limited, Parmtro Investments No 95
(Proprietary) Limited, Platoon Trade and Invest 15 (Proprietary)
Limited, Reygrande Investment Holdings (Proprietary) Limited, Saddle
Path Props 20 (Proprietary) Limited, Saffron Balm Trading 29
(Proprietary) Limited and Y-Investments Limited (collectively "the
Vendors"), with effect from the effective date.
Upon implementation of the transaction, TSH will have a beneficial
interest in 55,4 million shares in Gold Reef, representing approximately
19.87% of the issued share capital of Gold Reef.
4. Gambling authorities
The transaction is not subject to any suspensive conditions. TSH will,
however, make the necessary applications to the relevant provincial
gambling authorities for approval of the transaction. Implementation of
the transaction is accordingly not conditional upon the aforesaid
approvals being obtained from the relevant provincial gambling
authorities.
5. Purchase consideration
The purchase consideration for the Sale Shares is the aggregate amount
of R942 million (R22.50 per Sale Share). The purchase consideration is
payable to the Vendors, in cash, as follows:
* 75% on registration of transfer of the share certificates into the
name of Mainstreet; and
* the balance, namely 25%, upon receipt of all of the relevant
provincial gambling authority approvals. This amount does not
attract interest.
The purchase consideration is funded from existing cash resources of the
TSH group.
6. Effective date of transaction
The effective date of the transaction will be on registration of
transfer of the share certificates into the name of Mainstreet. Gold
Reef has sought to prevent this. Further announcements will be made in
this regard.
7. Pro forma financial effects
The unaudited pro forma financial effects of the transaction do not have
a significant effect on the latest published consolidated audited
results of HCI for the year ended 31 March 2008.
9th October 2008
Cape Town
Sponsor
Investec
Bank Limited
Date: 09/10/2008 17:10:01 Produced by the JSE SENS Department.
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